Common use of Compliance by the Company Clause in Contracts

Compliance by the Company. All of the terms, covenants and conditions of this Agreement to be complied with and performed by the Company at or prior to the Closing shall have been complied with and performed by it in all material respects, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at and as of the Closing, with the same force and effect as though such representations and warranties had been made at and as of the Closing, except for (i) changes expressly contemplated by this Agreement and (ii) representations and warranties that are made as of a specific time, which shall be true and correct only as of such time.

Appears in 2 contracts

Samples: Investment Agreement (Mac Music LLC), Investment Agreement (Sk Palladin Partners Lp)

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Compliance by the Company. All Each of the terms, covenants and conditions of this Agreement and the other Transaction Documents to be complied with and performed by the Company at or prior to the Closing shall have been complied with and performed by it in all material respectsthe Company, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at and as of the Closing, Closing with the same force and effect as though such representations and warranties had been made at and as of the Closing, except for (i) changes expressly contemplated by this Agreement and (ii) representations and warranties that are expressly made as of a specific time, which shall be true and correct only as of such time.

Appears in 2 contracts

Samples: Investment Agreement (Atlantic Gulf Communities Corp), And (Atlantic Gulf Communities Corp)

Compliance by the Company. All Each of the terms, covenants and conditions of this Agreement to be complied with and performed by the Company at or prior to the Closing shall have been complied with and performed by it in all material respects, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at and (i) as of the Closing, with date hereof and (ii) as of the same force and effect as though Closing except to the extent that the circumstances or events resulting in the failure of such representations and warranties had been made at and as of the Closing, except for (i) changes expressly contemplated by this Agreement and (ii) representations and warranties that are made as of a specific time, which shall to be true and correct only as of such time.the Closing would not have a Material Adverse

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Pillowtex Corp)

Compliance by the Company. All of the terms, covenants and conditions of this Agreement to be complied with and performed by the Company at on or prior to the Closing Date shall have been complied with and performed by it in all material respects, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at on and as of the Closing, Closing Date with the same force and effect as though such representations and warranties had been made at on and as of the ClosingClosing Date, except for (i) changes expressly contemplated by this Agreement and (ii) to the extent such representations and warranties that are made as of expressly relate to a specific time, which shall be true and correct only as of such timeparticular date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tower Group, Inc.)

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Compliance by the Company. All of the terms, ------------------------- covenants and conditions of this Agreement and the Shareholders Agreement to be complied with and performed by the Company and the Existing Shareholders at or prior to the Closing shall have been complied with and performed by it such parties in all material respects, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at and as of the Closing, with the same force and effect as though such representations and warranties had been made at and as of the Closing, except for (i) changes expressly contemplated by this Agreement and (ii) representations and warranties that are made as of a specific time, which shall be true and correct only as of such time.. 3.1.2

Appears in 1 contract

Samples: Stock Purchase Agreement (Seneca Foods Corp /Ny/)

Compliance by the Company. All of the terms, covenants and conditions of this Agreement and the Shareholders Agreement to be complied with and performed by the Company and the Existing Shareholders at or prior to the Closing shall have been complied with and performed by it such parties in all material respects, and the representations and warranties made by the Company in this Agreement shall be true and correct in all material respects at and as of the Closing, with the same force and effect as though such representations and warranties had been made at and as of the Closing, except for (i) changes expressly contemplated by this Agreement and (ii) representations and warranties that are made as of a specific time, which shall be true and correct only as of such time.. 3.1.2

Appears in 1 contract

Samples: Stock Purchase Agreement (Seneca Foods Corp /Ny/)

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