Common use of Representations and Warranties; Covenants and Agreements Clause in Contracts

Representations and Warranties; Covenants and Agreements. The representations and warranties of Sellers and the Practice contained in Article II and elsewhere in this Agreement and all information contained in any exhibit, certificate, schedule or attachment hereto or in any writing delivered by, or on behalf of, Sellers or Practice to AmeriPath, shall be true and correct in all material respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. Sellers and Practice shall have performed and complied in all material respects with all agreements, covenants and conditions and shall have made all deliveries required by this Agreement to be performed, delivered and complied with by them prior to the Closing Date. The Sellers and Practice shall have executed and delivered to AmeriPath a certificate, dated the Closing Date, certifying to the foregoing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ameripath Inc)

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Representations and Warranties; Covenants and Agreements. The representations and warranties of the Sellers and the Practice contained in Article II and elsewhere in this Agreement and all information contained in any exhibit, certificate, schedule or attachment hereto or in any writing delivered by, or on behalf of, the Sellers or Practice SLA to AmeriPaththe Purchaser, shall be true and correct in all material respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Sellers and Practice SLA shall have performed and complied in all material respects with all agreements, covenants and conditions and shall have made all deliveries required by this Agreement to be performed, delivered and complied with by them prior to the Closing Date. The Sellers and Practice the president of SLA shall have executed and delivered to AmeriPath the Purchaser a certificate, dated the Closing Date, certifying to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ameripath Inc)

Representations and Warranties; Covenants and Agreements. The representations and warranties of the Sellers and the Practice contained in Article II ARTICLE 2 and elsewhere in this Agreement and all information contained in any exhibit, certificate, schedule or attachment hereto or in any writing delivered by, or on behalf of, the Sellers or Practice the Companies to AmeriPathBuyer, shall be true and correct in all material respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Sellers and Practice the Companies shall have performed and complied in all material respects with all agreements, covenants and conditions and shall have made all deliveries required by this Agreement to be performed, delivered and complied with by them prior to the Closing DateDate or at the Closing. The Each of the Sellers and Practice the president of the Companies shall have executed and delivered to AmeriPath Buyer a certificate, dated the Closing Date, certifying to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Resortquest International Inc)

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Representations and Warranties; Covenants and Agreements. The representations and warranties of Sellers and the Practice Company contained in Article II and elsewhere in this Agreement and all information contained in any exhibit, certificate, schedule or attachment hereto or in any writing delivered by, or on behalf of, Sellers Seller or Practice to AmeriPath, shall be true and correct in all material respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. Sellers and Practice shall have performed and complied in all material respects with all agreements, covenants and conditions and shall have made all deliveries required by this Agreement to be performed, delivered and complied with by them prior to the Closing Date. The Sellers and Practice shall have executed and delivered to AmeriPath a certificate, dated the Closing Date, certifying to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ameripath Inc)

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