Truth and Accuracy of Representations of the Purchaser at Closing Time Sample Clauses

Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser made in or pursuant to this Agreement shall be true and correct as at the Closing Time and with the same effect as if made at and as of the Closing Time.
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Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser made in or under this Agreement, including, without limitation, the representations and warranties made by the Purchaser and set forth in Section 3.3, shall be true and correct in all material respects as at the Closing Time and with the same effect as if made at and as of the Closing Time (except as such representations and warranties may be affected by the occurrence of events or transactions contemplated and permitted hereby) and the Vendor shall have received a certificate from a senior officer of the Purchaser confirming the truth and correctness in all material respects of such representations and warranties of the Purchaser.
Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser made in or pursuant to this Agreement shall be true and correct as at the Time of Closing and with the same effect as if made at and as of the Time of Closing (except as such representations and warranties may be affected by the occurrence of events or transactions expressly contemplated and permitted by this Agreement), and the Vendor shall have received a certificate from the Chief Executive Officer of the Purchaser, confirming, to the best of her knowledge, information and belief (after due inquiry), the truth and correctness of the representations and warranties of the Purchaser.
Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser made in or pursuant to this Agreement shall be true and correct at the Closing Time on the First Closing Date, the Commercial Operation Closing Date, or the Default Closing Date, as the case may be, and with the same effect as if made at and as of the Closing Time on the First Closing Date, the Commercial Operation Closing Date, or the Default Closing Date, as the case may be, and the Vendor shall have received a certificate from a senior officer or director of the Purchaser at the Closing Time on the First Closing Date, the Commercial Operation Closing Date, or the Default Closing Date, as the case may be, confirming the truth and correctness of such representations and warranties.
Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser made in or pursuant to this Agreement (other than the representations and warranties of the Purchaser contained in Article 5A) shall be true and correct as at the Closing Time in all material respects and with the same effect as if made at and as of the Closing Time (except as such representations and warranties may be affected by the occurrence of events or transactions expressly contemplated and permitted by this Agreement) and such Vendors shall have received a certificate from an authorized officer of the Purchaser confirming the truth and correctness of such representations and warranties. Performance of Obligations - The Purchaser shall have performed or complied with, in all respects, all its obligations, covenants and agreements under this Agreement. Opinion of Counsel - Such Vendors shall have received opinions dated the Closing Date from Canadian and United States counsel to the Purchaser and Cascade substantially in the forms thereof in Schedule 8.3. If any of the foregoing conditions in this Article has not been fulfilled by Closing, such Vendors may terminate this Agreement by notice in writing to the Purchaser, in which event such Vendors are released from all obligations under this Agreement. However, all, but not less than all, of such Vendors may waive compliance with any condition in whole or in part if they see fit to do so, without prejudice to their rights of termination in the event of non-fulfilment of any other condition in whole or in part or to their rights to recover damages for the breach of any representation, warranty, covenant or condition contained in this Agreement.
Truth and Accuracy of Representations of the Purchaser at Closing Time. All of the representations and warranties of the Purchaser or Orbital Sciences Corporation contained in this Agreement, any other agreement to be entered into under the terms of the Agreement or any document delivered pursuant hereto or thereto shall be true and correct in all material respects as at the Closing Time and with the same effect as if made at and as of the Closing Time and the Vendor shall have received a certificate from the 70 -65- President and Chief Executive Officer of the Purchaser confirming to the best of his knowledge (but without personal liability) the truth and correctness of such representations and warranties.

Related to Truth and Accuracy of Representations of the Purchaser at Closing Time

  • Preserve Accuracy of Representations and Warranties Each party hereto will refrain from taking any action which would render any of its representations and warranties contained in this Agreement untrue, inaccurate or misleading as of Closing and the Effective Time. Through Closing, each party will promptly notify the other parties of any lawsuit, claim, audit, investigation, administrative action or other proceeding asserted or commenced against such party that may involve or relate in any way to another party to this Agreement. Each party hereto will promptly notify the other parties of any facts or circumstances that come to its attention and that cause, or through the passage of time may cause, any of a party's representations, warranties or covenants to be untrue or misleading at any time from the date hereof through Closing.

  • Accuracy of the Purchaser’s Representations and Warranties The representations and warranties of each Purchaser shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.

  • Accuracy of the Investor’s Representations and Warranties The representations and warranties of the Investor shall be true and correct in all material respects.

  • Certificate of Representations and Warranties The certificate required by Section 3.2(b).

  • Accuracy of Representations and Warranties The representations and warranties of Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date.

  • Depositor’s Representations and Warranties The Depositor represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

  • Truth of Representations and Warranties The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

  • Representations of the Purchasers Each Purchaser represents as follows:

  • Purchaser's Investment Representations Each Purchaser individually, and not jointly or severally, hereby represents that he or it is acquiring the Restricted Securities purchased hereunder for his or its own account with the present intention of holding such securities for investment purposes and that it has no intention of selling such securities in a public distribution in violation of federal or state securities laws; provided that nothing contained herein will prevent the Purchaser and the subsequent holders of such securities from transferring such securities in compliance with the provisions of Section 3 hereof. Each certificate for Restricted Securities will be conspicuously imprinted with a legend substantially in the following form (the "Securities Act Legend"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE WERE ORIGINALLY ISSUED ON APRIL 10, 2002, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE TRANSFER OF SUCH SECURITIES IS SUBJECT TO THE CONDITIONS SPECIFIED IN THE UNIT PURCHASE AGREEMENT DATED AS OF APRIL 10, 2002, BETWEEN THE ISSUER (THE "COMPANY") AND THE ORIGINAL PURCHASER HEREOF, AND THE COMPANY RESERVES THE RIGHT TO REFUSE TO TRANSFER SUCH SECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. UPON WRITTEN REQUEST, A COPY OF SUCH CONDITIONS WILL BE FURNISHED BY THE COMPANY TO THE HOLDER HEREOF WITHOUT CHARGE." Whenever any shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, cease to be Restricted Securities and are not otherwise restricted securities, the holder thereof will be entitled to receive from the Company, without expense, upon surrender to the Company of the certificate representing such shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, a new certificate representing such shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, of like tenor but not bearing a legend of the character set forth above.

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the Securities Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

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