Common use of Accuracy of Representations and Warranties Clause in Contracts

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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on the date hereof and shall be true in all material respects on Effective Date and as of the Closing Date with the same force and effect as though made on and as of the Closing Dateat such time, except for changes that are not materially adverse to Seller.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Seller contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though made on and as of the Closing Date, except for such changes permitted or contemplated by the terms of this Agreement and except insofar as any of such representations and warranties relate solely to a particular date or period, in which case they shall be true and correct in all material respects on such Closing Date with respect to such date and period.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though made on and as of the Closing Date, except for such changes permitted or contemplated by the terms of this Agreement and except insofar as any of such representations and warranties relate solely to a particular date or period, in which case they shall be true and correct in all material respects on such Closing Date with respect to such date and period.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on at the date hereof Closing Date with the same effect as though made at such time, and the representations and warranties of Buyer contained in this Agreement which are qualified by materiality shall be true and correct 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 Dateat such time.

Accuracy of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall have been true or in all material respects on any document or certificate delivered in connection with the date hereof and transactions contemplated hereby shall be true and correct in all material respects on and as of the Closing Date with the same force and effect Date, as though if made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained Buyer made in this Agreement shall have been be true and correct in all material respects on as of 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 Warranties. The representations and warranties of Purchaser contained Seller made in this Agreement shall have been be true and correct in all material respects on respects, as of 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.Date.‌

Accuracy of Representations and Warranties. The representations and warranties of made by Purchaser contained in this Agreement shall have been true in all material respects on and complete as of the date hereof and shall be true in all material respects on Signing Date and as of the Closing Date with the same force and effect as though made on and as of the Closing Date, except to the extent such representations or warranties made as of a specific date shall have been correct and complete as of the specified date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained set forth in this Agreement shall have been true in all material respects on the date hereof be true, correct and shall be true in all material respects on and complete as of the Closing Date with the same force and effect as though made on and as of the Closing Datein all material respects.

Accuracy of Representations and Warranties. The All representations and warranties of the Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and correct when made and shall be true in all material respects and correct on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for representations and warranties applicable solely to a specified date.

Accuracy of Representations and Warranties. The Each of the representations and warranties of Purchaser Buyer contained in this Agreement and the other Transaction Documents to which it is a party shall have been be true in all material respects on and correct as of the date hereof and shall be true in all material respects on at and as of the Closing Date with the same force and effect as though made on that date, except to the extent such representations and warranties are made as of a specified date, in which case such representations and warranties shall be true and correct as of the Closing Datespecified date.

Accuracy of Representations and Warranties. The representations and warranties of made by Purchaser contained in this Agreement shall will have been true in all material respects on and complete as of the date hereof and shall be true in all material respects on Signing Date and as of the Closing Date with the same force and effect as though made on and as of the Closing Date, except to the extent such representations or warranties made as of a specific date will have been correct and complete as of the specified date.

Accuracy of Representations and Warranties. The All representations and warranties of by 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and accurate 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 if made on at and as of the Closing Date.

Accuracy of Representations and Warranties. The All representations and warranties of by the 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 Warranties. The representations and ------------------------------------------ warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on at the date hereof Closing Date with the same effect as though made at such time, and the representations and warranties of Buyer contained in this Agreement which are qualified by materiality shall be true and correct 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 Dateat such time.

Accuracy of Representations and Warranties. The Buyer’s representations and warranties of Purchaser contained in this Agreement and all related documents shall have been be true in all material respects and correct on the date hereof of this Agreement and shall be true in all material respects on at and as of the Closing Date with the same force and effect as though made on and as of the Closing DateClosing.

Accuracy of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall have been true in all material respects on and correct as of the date hereof of this Agreement and shall be true in all material respects and correct on and as of the Closing Date with and the same force and effect as though made Purchaser shall have performed all obligations in this Agreement required to be performed or observed by them on and as of or prior to the Closing DateClosing.

Accuracy of Representations and Warranties. The representations Each representation and warranties warranty of Purchaser contained in this Agreement shall have been true accurate in all material respects on as of the date hereof of this Agreement and shall be true accurate in all material respects on and as of the Closing Date with the same force and effect as though made on and as time of the Closing Dateas if then made.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained Buyer set forth in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects and correct on and as of the Closing Date with the same force and effect as though made on and as of the Closing Datethat date.

Accuracy of Representations and Warranties. The Each of Buyer’s representations and warranties in this Agreement that contains an express materiality qualification shall have been accurate in all respects as of Purchaser contained the date of this Agreement and shall be accurate in all respects as of the time of the Closing as if then made. Each of Buyer’s other representations and warranties in this Agreement shall have been true accurate in all material respects on as of the date hereof of this Agreement and shall be true accurate in all material respects on and as of the Closing Date with the same force and effect as though made on and as time of the Closing Dateas if then made.

Accuracy of Representations and Warranties. The All representations and warranties of Purchaser Buyer contained in or made pursuant to this Agreement shall have been be confirmed by Buyer in writing as 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 correct as of the Closing Date.;

Accuracy of Representations and Warranties. The representations Each representation and warranties warranty of Purchaser Buyer contained in this Agreement shall have been be true and correct 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, except as otherwise specifically contemplated by this Agreement.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Seller 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and correct 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.such date;

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained the Buyer set forth in this Agreement shall have been true in all material respects on the date hereof be true, correct 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 complete as of the Closing Date.

Accuracy of Representations and Warranties. The All of the representations and warranties of Purchaser contained made by Buyer in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects on as of the date of this Agreement and as of the Closing Date with the same force and effect (except as though made on and as of the Closing Dateexpressly contemplated or permitted by this Agreement).

Accuracy of Representations and Warranties. The representations ------------------------------------------ and warranties of made by Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and complete 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true in all material respects on the date hereof and when made and, in addition, 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 Warranties. The representations and warranties of Purchaser contained Buyer made in this Agreement shall have been true in all material respects on Agreement, the date hereof Transaction Documents, and any Schedules or certificates furnished pursuant hereto or thereto shall be true in all material respects true, complete, and correct 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement or in any other Document shall have been true be complete and correct in all material respects on the date hereof and shall be true in all material respects on and as of at the Closing Date with the same force and effect as though made on and as of the Closing Dateat such time, except for changes permitted under this Agreement.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true or in all material respects on the date hereof and any Ancillary Document 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, except as affected by transactions contemplated hereby and except to the extent that any such representations or warranties which were made as of a specified date shall have been true on and as of such date.

Accuracy of Representations and Warranties. The representations Each representation and warranties warranty of Purchaser the Purchasers 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 such representations and warranties had been made on and as of the Closing Datethat date.

Accuracy of Representations and Warranties. The Each of the representations and warranties of the Purchaser contained in this Agreement shall have been be true and correct in all material respects on the date hereof and shall be true in all material respects on and as of the Closing Date Closing, with the same force and effect as though if made on and as of the Closing DateClosing, other than such representations and warranties that are made as of another date, which shall be true and correct in all material respects as of such date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser the Purchasers contained in this Agreement shall have been true or in all material respects on any document or certificate delivered in connection with the date hereof and transactions contemplated hereby shall be true and correct in all material respects on and as of the Closing Date with the same force and effect Date, as though if made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true in all material respects on the date hereof and herein shall be true in all material respects on and correct at and as of the Closing Date with the same force date of this Agreement and effect as though made on at and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained in Article V of this Agreement shall have been true in all material respects on the date hereof and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though made on at and as of such date, except to the Closing Dateextent that they expressly refer to an earlier or specific time, in which case they shall be true and correct in all material respects as of such time, and Purchaser shall have delivered to Seller a certificate to that effect, signed on by Purchaser.

Accuracy of Representations and Warranties. The Buyer's representations and warranties of Purchaser contained in this Agreement shall have been true in and all material respects on the date hereof and related documents shall be true in all material respects on and correct as of the date of this Agreement and at and as of the Closing Date with the same force and effect as though made on and as of the Closing DateClosing.

Accuracy of Representations and Warranties. The All representations and warranties of Purchaser contained by Purchasers 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 Warranties. The All representations and warranties of made by the Purchaser contained in this Agreement shall have been be true and correct 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 each Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained the Buyer set forth in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects and ▇▇▇▇▇▇▇▇▇ on and as of the Closing Date with the same force and effect as though made on and as of the Closing Datethat date.

Accuracy of Representations and Warranties. The representations Each and warranties every representation, warranty and statement of Purchaser contained in this Agreement shall have been true true, complete and correct 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, and Seller shall have received the certificate of Purchaser to such effect.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Seller and the Shareholders 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 Warranties. The representations and warranties of made by Purchaser contained in this Agreement shall have been be true and complete 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 Datesuch date.

Accuracy of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and correct 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.at and

Accuracy of Representations and Warranties. The representations ------------------------------------------ and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall have been be true and correct in all material respects on the date hereof and shall be true in all material respects on and as of the Closing Effective Date with the same force and effect as though made on and as of the Closing Date.

Accuracy of Representations and Warranties. The Each of the representations and warranties of Purchaser the Purchasers contained in this Agreement shall have been be true and correct in all material respects on the date hereof and shall be true in all material respects on and as of the Closing Date Closing, with the same force and effect as though if made on and as of the Closing DateClosing, other than such representations and warranties that are made as of another date, which shall be true and correct in all material respects as of such date.

Accuracy of Representations and Warranties. The representations ------------------------------------------ and warranties of Purchaser Seller contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true or in all material respects on the date hereof and any schedule or exhibit hereto shall be true in all material respects and accurate on and as of the Closing Date Closing, with the same force and effect as though if made on and as the date of the Closing DateClosing, except as affected by transactions contemplated or permitted hereby.

Accuracy of Representations and Warranties. The representations and warranties of made by the Purchaser contained in this Agreement shall have been true in all material respects on and complete as of the date hereof and shall be true in all material respects on Signing Date and as of the Closing Date with the same force and effect as though made on and as of the Closing Date, except to the extent such representations or warranties made as of a specific date shall have been correct and complete as of the specified date.

Accuracy of Representations and Warranties. The All warranties and representations and warranties of made by the Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and correct in all material respects on and as of the Time of Closing Date with the same force and effect as though if such warranties and representations had been made on and as of the Time of Closing Dateand the Purchaser shall have performed or complied in all material respects with the covenants, agreements and conditions contained in this Agreement on its part required to be performed or complied with at or prior to the Time of Closing.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall have been will be true and correct in all material respects both on and as of the date hereof of this Agreement and shall be true in all material respects on and as of the Closing Date (with the same force and effect as though if made anew on and as of the Closing Date).

Accuracy of Representations and Warranties. The representations ------------------------------------------ and warranties of Purchaser contained in the Buyer shall be true, correct and complete as of the date of 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 date of the Closing DateClosing.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on Effective Date and as of the Closing Date with the same force and effect as though made on and are deemed automatically repeated as of the Closing DateDate subject to Section 7.6.

Accuracy of Representations and Warranties. The Each of the representations and warranties of Purchaser Buyer and Acquisition Co. contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on at and as of the Closing Date with (except for such representations and warranties made as of a specified date, which shall be measured only as of such specified date) (except that any such representation and warranty subject to any materiality qualifier shall be true and correct in all respects as of the same force date hereof and effect as though made on at and as of the Closing Date).

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and accurate in all material respects on and as of the Closing Date Date, with the same force and effect as though if made on the Closing Date, except as affected by transactions required or permitted hereby, and except that any such representation or warranty made as of a specified date (other than the date of this Agreement) shall have been true and accurate in all material respects on and as of the Closing Datesuch date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained made by Buyer 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 correct as of the Closing Date with the same force other than representations and effect warranties made as though made on of a specific date, which shall be true and correct as of the Closing Datespecified date, except for breaches and inaccuracies that do not, individually or in the aggregate, have a material adverse effect on or with respect to Seller or the transactions contemplated by this Agreement.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Buyer 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been true or in all material respects on the date hereof and any schedule or exhibit hereto shall be true in all material respects and accurate on and as of the Closing Date Date, with the same force and effect as though if made on and as of the Closing Date, except as affected by transactions contemplated or permitted hereby.

Accuracy of Representations and Warranties. The ------------------------------------------ representations and warranties of Purchaser contained in this Agreement qualified as to materiality shall have been be true and correct and those not so qualified shall be true and correct 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 if made anew on and as of the Closing Date.);

Accuracy of Representations and Warranties. The All representations and warranties of Purchaser contained by the Buyer 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 Warranties. The All representations and warranties of Purchaser contained in this Agreement herein shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been made on at and as of the Closing Date, except as otherwise contemplated by this Agreement.

Accuracy of Representations and Warranties. The representations and warranties of made by Purchaser contained in this Agreement shall have been true be true, correct and complete in all material respects on the date hereof and shall be true in all material respects on at and as of the Closing Date with the same force and effect as though if made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser the Vendors contained in this Agreement shall have been will be true and accurate in all material respects on the date hereof and shall be true as at the Closing Time in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing DateTime (or, if made as of a particular date, as of such date).

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained Buyer in this Agreement shall have been true be correct 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 Warranties. The Each of the representations and warranties of Purchaser the Buyer contained in this Agreement or in any Other Document to be executed and delivered by the Buyer on or before the Closing Date pursuant hereto shall have been true and correct in all material respects on the date hereof when made, and shall be true and correct 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 Datesuch date.

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 and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Datesuch date.

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 Execution Date 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 Warranties. The All representations and warranties of such Purchaser contained set forth in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects and correct on and as of the Closing Date with the same force and effect in all material respects, as though made on and as of the date hereof and on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties made by each of Purchaser contained the Buyers in this Agreement shall have been be true and correct in all material respects on the date hereof (and those qualified as to materiality shall be true and correct in all material respects on and respects) as of the Execution Date and the Closing Date with the same force and effect as though made on and as of such dates, and each of the Closing DateBuyers shall have delivered to Seller a certificate to that effect, dated on such dates, and signed by a duly elected and authorized official of each of the Buyers.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained the Buyer set forth in this Agreement shall have been true be accurate in all material respects on the date hereof and shall be true in all material respects on at 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 Warranties. The representations and warranties of the 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 shall, when made on and as of the Closing Date, shall be true and correct.

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 must be true in all material respects and correct, both when made and 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 Warranties. The representations and warranties of Purchaser made by Buyer contained in this Agreement shall have been true and in all material respects on the date hereof and its Ancillary Documents shall be true and correct in all material respects on and as of the date hereof and the Closing Date with the same force and effect as though made on and as of the Closing Date.;

Accuracy of Representations and Warranties. The representations Each representation and warranties warranty of Purchaser the Purchasers 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 such representation and warranty had been made on and as of the Closing Datethat date.

Accuracy of Representations and Warranties. The representations and warranties of made by Purchaser contained in this Agreement shall have been true (without regard to the materiality qualifications contained therein and supplementation in all material respects on the date hereof and accordance with Section 10.2) shall be true and complete 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 Warranties. The representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct 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 such representations and warranties had been made on and as of the Closing Datesuch date.

Accuracy of Representations and Warranties. The representations Each representation and warranties warranty of Purchaser Buyer 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 correct as of the Closing Date with the same force and effect as though made on and as of the Closing Date, except as otherwise specifically contemplated by this Agreement.

Accuracy of Representations and Warranties. The All representations and warranties of Purchaser contained by the Purchasers in this Agreement shall have been be true in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date with the same force and effect as though made on and as of the Closing Date, and the Company shall have received a certificate to such effect signed by an authorized officer of each of the Purchasers.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained set forth 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 Datedelivery date.

Accuracy of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement (i) shall have been true and correct when made and (ii) shall be (A) in the case of representations and warranties that are qualified as to materiality or material adverse effect, true and correct and (B) in all other cases, true and correct 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 Warranties. The All representations and warranties of Purchaser contained set forth in this Agreement shall have been true in all material respects on the date hereof and shall be true and correct 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 Warranties. The All of the representations and warranties of Purchaser the Sellers 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 Date, with the same force and effect as though such representations and warranties had been made on and as of that date; and the Buyers shall have received at the Closing Datea certificate, dated the Closing Date and executed by the president or a vice president of ESCO, Holdings and GTI, respectively, containing a representation and warranty to that effect.

Accuracy of Representations and Warranties. The Each of the representations and warranties of made by Purchaser contained in this Agreement shall have been true be true, correct and complete 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 Datesuch date.

Accuracy of Representations and Warranties. The All representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct 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 if made on at and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall have been true and correct in all material respects on the date hereof when made and shall be true in all material respects on and as of the Closing Date with respect to the same force Purchaser as if made by the Purchaser at the Closing (provided, that representations and effect as though made on and warranties which address matters only as of the Closing Datea certain date shall have been true and correct as of such certain date).

Accuracy of Representations and Warranties. The representations and warranties of Purchaser each of the Sellers contained in this Agreement shall have been be true and correct in all material respects as made, both on the date hereof of this Agreement 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 at and as of the Closing Date.

Accuracy of Representations and Warranties. The Each of the representations and warranties of the Purchaser contained in this Agreement and in any certificate or other writing delivered by the Purchaser pursuant hereto qualified as to materiality shall have been be true and correct, and those not so qualified shall be true and correct in all material respects on the date hereof and shall be true respects, in all material respects on each case at and as of the Closing Date with and the same force and effect Option Closing Date, if any, as though if made on at and as of such respective times (except to the Closing Date.extent it relates to a particular date);

Accuracy of Representations and Warranties. The All representations and warranties of made by Purchaser contained in this Agreement and the Related Documents shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on at and as of the Closing Date with the same force and effect as though if such warranties and representations had been made on and as of the Closing Date, and the Company and the Shareholders shall have received a certificate to that effect signed by Purchaser and by a principal executive officer of Purchaser.

Accuracy of Representations and Warranties. The All warranties and representations and warranties of Purchaser contained by the Selling Parties in this Agreement shall have been true Agreement, or in all material respects on any schedule, exhibit, document or certificate furnished to Purchaser in connection with the date hereof and transactions contemplated by this Agreement, 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 Warranties. The representations and warranties of Purchaser contained in this Agreement shall have been true in all material respects and correct on the date hereof and shall be true in all material respects and correct 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 Warranties. The representations and warranties of the Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect Date, as though if made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser contained Buyer and Parent set forth in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects and correct on and as of the Closing Date with the same force and effect as though made on and as of the Closing Datethat date.

Accuracy of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall have been and in the other agreements contemplated herein will be true and accurate in all material respects on the date hereof and shall be true as at the Closing Time in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing DateTime (or, if made as of a particular date, as of such date).

Accuracy of Representations and Warranties. The representations and ------------------------------------------ warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on as of the date hereof and shall be true in all material respects on of this Agreement and as of the Closing Date Date, with the same force and effect as though made on and as of the Closing Date.

Accuracy of Representations and Warranties. The representations and warranties of Purchaser Sellers contained in this Agreement shall have been true in and all material respects on the date hereof and Related Documents shall be true in all material respects on and correct at and as of the Closing Date with the same force and effect as though such representations and warranties were made on and the Closing Date. Further, on request of Purchasers, Sellers shall deliver to Purchasers a certificate certifying that as of the Closing DateDate all of the representations and warranties of Sellers contained in this Agreement are true and correct.

Accuracy of Representations and Warranties. The representations Representation and warranties Warranties of Purchaser Buyer contained in this Agreement agreement shall have been true in all material respects on the date hereof when made, and in addition, 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 Warranties. The All representations and warranties of Purchaser Buyer contained in this Agreement shall have been be true and correct in all material respects on the date hereof and shall be true in all material respects on at and as of the Closing Date with the same force date of this Agreement and effect as though made on at and as of the Closing Date, except as and to the extent that the facts and conditions upon which such representations and warranties are based are expressly required or permitted to be changed by the terms hereof.