Common use of Accuracy of Representations and Warranties and Performance of Covenants Clause in Contracts

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date with the same force and effect as though such representations and warranties had been made as of the date hereof (regardless of the date as of which the information in this Agreement or any such schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Date. In addition, the Purchaser shall have delivered to the Vendor a certificate confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Completion Time with the same force and effect as though such representations and warranties had been made as of the date hereof Completion Time (regardless of the date as of which the information in this Agreement or any such schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateCompletion Time. In addition, the Purchaser shall have delivered to the Vendor a certificate confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Completion Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendors and the Company contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement or in any such schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendors and the Company shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it them at or prior to the Transfer DateClosing Time. In addition, the Purchaser Vendors and the Company shall have delivered to the Vendor Purchaser a certificate confirming that the facts with respect to each of the such representations and warranties of by the Purchaser Vendors and the Company are as set out herein at the Transfer Date Closing Time and that the Purchaser has Vendors and the Company have performed each of the all covenants required to be performed by it them hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it them at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor a certificate in the form of Schedule "DD attached hereto confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor contained in section 4.1 of this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Date Completion Time with the same force and effect as though such representations and warranties had been made as of the date hereof Completion Time (regardless of the date as of which the information in this Agreement or in any such schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateCompletion Time. In addition, the Purchaser Vendor shall have delivered to the Vendor Purchaser a certificate confirming that the facts with respect to each of the above-noted representations and warranties of the Purchaser Vendor are as set out herein at the Transfer Date Completion Time and that the Purchaser Vendor has performed each of the all covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor and Shareholder contained in section 4.1 of this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of such date (except to the date hereof (regardless extent such representations and warranties are by their express terms made as of the date as of which the information in this Agreement or any another specific date, in which case such schedule or other document made pursuant hereto is givenrepresentations and warranties shall be true and correct of such date). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser Vendor and Shareholder shall have delivered to the Vendor Purchaser a certificate confirming that the facts with respect to each of the above-noted representations and warranties of the Purchaser Vendor and Shareholder are as set out herein at the Transfer Closing Date and that the Purchaser Vendor has performed each of the all covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of such date (except to the date hereof (regardless extent such representations and warranties are by their express terms made as of the date as of which the information in this Agreement or any another specific date, in which case such schedule or other document made pursuant hereto is givenrepresentations and warranties shall be true and correct of such date). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser shall have delivered to the Vendor a certificate confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Closing Date and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor and SoftQuad a certificate confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of on which the information in this Agreement agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor a certificate in the form of Schedule "6.3 (a) confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement or any such schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor Vendors a certificate confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser shall have delivered to the Vendor a certificate in the form of Schedule 6.3.1 attached hereto confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Closing Date and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents or certificates delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement or in any such schedule Schedule or other document or certificate made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor a certificate in such form as is satisfactory to the Vendors, acting reasonably, confirming that the facts with respect to each of the representations and warranties of by the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or in any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser Vendor shall have delivered to the Vendor Purchaser a certificate executed by an authorized officer of the Vendor confirming that the facts with respect to each of the such representations and warranties of by the Purchaser Vendor are as set out herein at the Transfer Closing Date and that the Purchaser Vendor has performed each of the all covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate in all material respects on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser shall have delivered to the Vendor a certificate executed by an authorized officer of the Purchaser confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Closing Date and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate in all material respects on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser shall have delivered to the Vendor a certificate in the form of Schedule 6.3.1 attached hereto confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Closing Date and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement or any such schedule or other document made pursuant hereto is given). In addition, the Purchaser shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer DateClosing Time. In addition, the Purchaser shall have delivered to the Vendor Corporation a certificate in the form of Schedule DD attached hereto confirming that the facts with respect to each of the representations and warranties of the Purchaser are as set out herein at the Transfer Date Closing Time and that the Purchaser has performed each of the covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or in any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser Vendor shall have delivered to the Vendor Purchaser a certificate in the form of Schedule 6.1.1 attached hereto confirming that the facts with respect to each of the such representations and warranties of by the Purchaser Vendor are as set out herein at the Transfer Closing Date and that the Purchaser Vendor has performed each of the all covenants required to be performed by it hereunder.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor contained in this Agreement agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate on the date hereof and at the Transfer Date Closing Time with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Time (regardless of the date as of which the information in this Agreement agreement or in any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it them at or prior to the Transfer DateClosing Time. In addition, the Purchaser Vendor shall have delivered to the Vendor Purchaser a certificate in the form of Schedule "Z" attached hereto confirming that the facts with respect to each of the such representations and warranties of by the Purchaser Vendor are as set out herein at the Transfer Date Closing Time and that the Purchaser has Vendor have performed each of the all covenants required to be performed by it hereunderthem in this agreement.

Accuracy of Representations and Warranties and Performance of Covenants. The representations and warranties of the Purchaser Vendor contained in this Agreement or in any documents delivered in order to carry out the transactions contemplated hereby will shall be true and accurate in all material respects on the date hereof and at the Transfer Closing Date with the same force and effect as though such representations and warranties had been made as of the date hereof Closing Date (regardless of the date as of which the information in this Agreement or in any such schedule Schedule or other document made pursuant hereto is given). In addition, the Purchaser Vendor shall have complied with all covenants and agreements herein agreed to be performed or caused to be performed by it at or prior to the Transfer Closing Date. In addition, the Purchaser Vendor shall have delivered to the Vendor Purchaser a certificate in the form of Schedule 6.1.1 attached hereto confirming that the facts with respect to each of the such representations and warranties of by the Purchaser Vendor are as set out herein at the Transfer Closing Date and that the Purchaser Vendor has performed each of the all covenants required to be performed by it hereunder.