Representations Warranties Undertaking Post Closing Covenants Sample Clauses

Representations Warranties Undertaking Post Closing Covenants 

Related to Representations Warranties Undertaking Post Closing Covenants

INVESTOR'S REPRESENTATIONS, WARRANTIES AND COVENANTS The Investor represents and warrants to the Company, and covenants, that:
Representations, Warranties and Covenants of the Purchasers Each Purchaser hereby represents and warrants to the Company, and covenants with the Company, severally and not jointly, as follows:
Representations, Warranties and Covenants of Seller Each of Trak and Seller shall have complied in all material respects with each of its agreements and covenants contained herein to be performed on or prior to the Closing Date, and all the representations and warranties of Trak and Seller contained herein shall be true in all material respects on and as of the Closing Date with the same effect as though made on and as of the Closing Date; provided, however, that with respect to representations and warranties contained in Section 2.07, such representations and warranties shall also be true in all material respects as if made by the Company on and as of the Closing Date with the same effect as though made on and as of the Closing Date. Buyer shall have received a certificate of each of Trak and Seller, dated the Closing Date, certifying as to the fulfillment of the conditions set forth in this Section 7.01(a).
Representations, Warranties and Covenants of the Purchaser The Purchaser hereby represents and warrants to, and covenants for the benefit of, the Trust that:
Representations, Warranties and Covenants of Buyer (i) Each of the representations and warranties of Buyer contained herein shall be true and correct as of the date hereof and as of the Closing Date with the same effect as though all such representations and warranties had been made on the Closing Date, except for any such representations and warranties made as of a specified date, which shall be true and correct as of such date, in any case subject to the standard set forth in Section 4.1(c), and (ii) each and all of the agreements and covenants of Buyer to be performed and complied with pursuant to this Agreement on or prior to the Closing Date shall have been duly performed and complied with in all material respects.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR Debtor represents, warrants and covenants as of the date of this Agreement and as of the date of each Collateral Schedule that:
Representations, Warranties and Covenants of Purchaser The Purchaser warrants and represents to, and covenants and agrees with, the Seller as follows:
Representations; Warranties; Covenants Each of the -------------------------------------- representations and warranties of Buyer contained in this Agreement shall be true and correct in all material respects as though made on and as of the Closing Date. Buyer shall, on or before the Closing, have performed all of its obligations hereunder which by the terms hereof are to be performed on or before the Closing. Buyer shall have delivered to the Companies and the Stockholders a certificate of the President or any Vice President of Buyer dated the Closing Date to such effect.
Representations, Warranties and Covenants of Company Company hereby represents and warrants to Dealer that each of the representations and warranties of Company set forth in Section 1 of the Purchase Agreement (the “Purchase Agreement”), dated as of August 13, 2014, among Company, Goldman, Sachs & Co. and J.P. Morgan Securities LLC as representatives of the several purchasers named in Schedule I thereto (the “Initial Purchasers”), is true and correct and is hereby deemed to be repeated to Dealer as if set forth herein. Company hereby further represents and warrants to Dealer on the date hereof, on and as of the Premium Payment Date, and, in the case of the representations in Section 8(a), at all times until termination of the Transaction, that:
Representations, Warranties and Covenants of the Seller The Seller hereby represents and warrants to the Purchaser, as of the date hereof and as of the Closing Date, and covenants, that: