Warranties of the Purchaser. The Purchaser hereby represents and warrants to the Seller as of the date hereof and as of the Closing Date:
Warranties of the Purchaser. 4.1 The Purchaser warrants to the Seller as at the date of this agreement that:
Warranties of the Purchaser. The Purchaser warrants to the Seller that the statements contained in this Section 3.2 are true, accurate and not misleading as of the date of this Agreement and will be true, accurate and not misleading as of the Closing Date (and to that end shall be deemed repeated again at such date, as though the Closing Date were substituted for the date of this Agreement throughout this Section 3.2).
Warranties of the Purchaser. The Purchaser represents and warrants to the Seller as follows:
Warranties of the Purchaser. The Purchaser represents and warrants to the Seller as follows: (a) The Purchaser is a duly formed and validly existing limited liability company organized under the laws of the State of California, and is qualified under the laws of the State of California to conduct business therein on the date hereof. (b) The Purchaser has the full, legal right, power, authority and financial ability to execute and deliver this Agreement and all documents now or hereafter to be executed by it pursuant to this Agreement (collectively, the "Purchaser's Documents"), to consummate the transactions contemplated hereby, and to perform its obligations hereunder and under the Purchaser's Documents. (c) This Agreement and the Purchaser's Documents do not and will not contravene any provision of the Purchaser's operating agreement or the certificate of organization of the Purchaser, any judgment, order, decree, writ or injunction issued against the Purchaser, or any provision of any Laws applicable to the Purchaser. The consummation of the transactions contemplated hereby will not result in a breach or constitute a default or event of default by the Purchaser under any agreement to which the Purchaser or any of its assets are subject or bound and will not result in a violation of any Laws applicable to the Purchaser. (d) There are no pending actions, suits, proceedings or investigations to which the Purchaser is a party before any court or other governmental authority which may have an adverse impact on the transactions contemplated hereby. The representations and warranties of the Purchaser set forth in this Section 7 and elsewhere in this Agreement shall be true, accurate and correct in all material respects upon the execution of this Agreement, shall be deemed to be repeated on and as of the Closing Date (except as they relate only to an earlier date) and shall survive the Closing. In the event that any condition contained in Sections 13.1, 13.2 or 13.3 is not satisfied, the party entitled to the satisfaction of such condition as a condition to its obligation to close title thereunder shall have as its sole remedy hereunder the right to elect to (i) waive such unsatisfied condition whereupon title shall close as provided in this Agreement or (ii) proceed as provided in Section 14 hereof. Documents to be Delivered by the Seller at Closing.
Warranties of the Purchaser. 5.1 The Purchaser warrants to the EBT Sellers that:
Warranties of the Purchaser. The Purchaser warrants to the Seller that each of the statements set out in schedule 2A is now and will at Completion (by reference to the facts and circumstances existing at the relevant time) be true and accurate. The Seller is not relying on any representation or warranty of the Purchaser, express or implied, save as expressly stated in this agreement, and the Purchaser hereby disclaims any warranties implied by law to the maximum extent possible.
Warranties of the Purchaser. Except as set forth in the Purchasers Disclosure Letter, the Purchasers jointly and severally represent and warrant to the Sellers, as at the Signature Date and at the Closing Date, as follows:
Warranties of the Purchaser. The Purchaser warrants to the Sellers, as at the date of this Agreement, that the Purchaser has legal and corporate power and authority to enter into this Agreement and to consummate the transactions contemplated by this Agreement and that this Agreement constitutes valid and binding obligations of the Purchaser in accordance with its terms and conditions, and that the Purchaser will have at the relevant repayment dates all funds or financing in place necessary to pay and deliver to the Sellers the payments as contemplated hereby.
Warranties of the Purchaser. The Purchaser makes to the Seller the warranties set forth in this Article 8 as of the date hereof and as of the Closing Date.
