Truthfulness of Representations Sample Clauses

Truthfulness of Representations. Buyer's representations and warranties set forth in this Agreement are true, complete and correct on and as of the Closing.
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Truthfulness of Representations. Seller's representations and warranties set forth in this Agreement are true, complete and correct in all material respects on and as of the Closing. If Buyer or Buyer's Related Parties (as "Related Parties" are defined in Section 12.1) has actual knowledge that any representation or warranty of Seller is not true, complete and correct in any material respect as of the Closing and does not elect to cancel the Agreement as permitted by this Section 5.1, then the representation or warranty will be deemed to have been amended to conform to the knowledge of Buyer.
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Truthfulness of Representations. Seller's representations and warranties set forth in this Agreement are true, complete and correct on and as of the Closing PROVIDED, HOWEVER, that if Buyer receives actual knowledge that any representation or warranty of Seller in SECTION 7.1(c) is not true, complete and correct in any material respect as of the Closing and does not elect to cancel the Agreement as permitted by this SECTION 5.1, then the representation or warranty will be deemed to have been amended to conform to the knowledge of Buyer; PROVIDED, FURTHER, HOWEVER, that if the change is due to the acts or omissions of Seller, any of its Related Parties, or Seller's contractors, the representation or warranty shall not be deemed to have been amended but to have been breached, and Buyer shall have all of its rights and remedies under this Agreement with respect to the representation or warranty that has been breached
Sample 1
Truthfulness of Representations. The Purchaser understands and agrees that Royaltech will rely upon the truth and accuracy of the acknowledgements, representations and agreements contained in this Agreement and the Questionnaire attached hereto as Schedule “A”, and agrees that if prior to the delivery of the Shares any of such acknowledgements, representations and agreements are no longer accurate or have been breached, the Purchaser shall promptly notify Royaltech.
Sample 1
Truthfulness of Representations. The Purchaser understands and agrees that Royaltech will rely upon the truth and accuracy of the acknowledgements, representations and agreements contained in this Agreement and the Questionnaire attached hereto as Schedule “A”, and agrees that if prior to the delivery of the Shares any of such acknowledgements, representations and agreements are no longer accurate or have been breached, the Purchaser shall promptly notify Royaltech.
Sample 1

Related to Truthfulness of Representations

  • Truth of Representations All of these representations shall be true as of the Closing and shall survive the Closing for a period of one year.

  • Correctness of Representations and Warranties The representations and warranties made by Purchaser in this Agreement to be made on or prior to the Agreement Date or Closing Date, as applicable, are true and correct in all material respects as of the date thereof.

  • Correctness of Representations The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

  • Accuracy of Representations All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

  • 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.

  • Reaffirmation of Representations The Borrower hereby repeats and reaffirms all representations and warranties made by the Borrower to the Administrative Agent and the Lenders in the Credit Agreement as amended by this Amendment and the other Credit Documents on and as of the date hereof with the same force and effect as if such representations and warranties were set forth in this Amendment in full.

  • Making of Representations and Warranties (a) As a material inducement to the Company to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby makes to the Company the representations and warranties contained in this Article IV, subject to the standards established by Section 9.1.

  • 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.

  • Accuracy of Representations and Compliance with Conditions All ---------------------------------------------------------- representations and warranties of Buyer contained in this Agreement shall be true and accurate when made and, except (a) as a result of the taking of any action contemplated hereby or (b) insofar as any representation or warranty relates to any specified earlier date, shall be true and accurate as of the Closing Date, as though such representations and warranties were then made by Buyer; and Buyer shall have performed and complied with all of its covenants and agreements set forth in this Agreement to be performed or complied with at or before the Closing.

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