Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloral.
Appears in 7 contracts
Sources: Agreement and Plan of Reorganization (U S a Floral Products Inc), Stock Purchase Agreement (U S a Floral Products Inc), Agreement and Plan of Reorganization (U S a Floral Products Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralBuyer.
Appears in 5 contracts
Sources: Merger Agreement (Workflow Management Inc), Stock Purchase Agreement (Workflow Management Inc), Stock Purchase Agreement (Workflow Management Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralUniCapital.
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Unicapital Corp), Agreement and Plan of Reorganization (Unicapital Corp), Agreement and Plan of Reorganization (Unicapital Corp)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralPurchaser.
Appears in 2 contracts
Sources: Stock Purchase Agreement (VRDT Corp), Stock Purchase Agreement (Holiday Rv Superstores Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders Stockholder shall have been delivered to USFloralBuyer.
Appears in 1 contract
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralAppNet.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Commerce One Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders Stockholder shall have been delivered to USFloralCCC.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Consolidation Capital Corp)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders Stockholder shall have been delivered to USFloral.
Appears in 1 contract
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company Companies contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company Companies and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company Companies and by each of the Stockholders shall have been delivered to USFloral.
Appears in 1 contract
Sources: Stock Purchase Agreement (U S a Floral Products Inc)
Representations and Warranties; Performance of Obligations. All of the ---------------------------------------------------------- representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the date of this Agreement and the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralUSOP.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Us Office Products Co)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Sellers and the Company Partnerships contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company Partnerships and the Stockholders Sellers on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company each Partnership and by each of the Stockholders Seller shall have been delivered to USFloral.
Appears in 1 contract
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Company and the Company Sole Stockholder contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Sole Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders Sole Stockholder shall have been delivered to USFloralFTI.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Forensic Technologies International Corp)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the each Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such datedate except as contemplated or permitted by this Agreement; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the each Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the such Company and by each of the Stockholders Stockholder shall have been delivered to USFloral.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (U S a Floral Products Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the Company contained in this Agreement shall be true, correct and complete in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfiedsatisfied in all material respects; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders Stockholder shall have been delivered to USFloralBuyer.
Appears in 1 contract
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Stockholders and Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects effect dated the Closing Date and signed on behalf of the Stockholders and Company and by each of the Stockholders shall have been delivered to USFloralPurchaser.
Appears in 1 contract
Sources: Stock Purchase Agreement (Genesisintermedia Com Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Stockholder and the each Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the each Company and the Stockholders Stockholder on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the each Company and by each of the Stockholders Stockholder shall have been delivered to USFloral.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (U S a Floral Products Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders Shareholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders Shareholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed by the President and by the Chief Financial Officer on behalf of the Company and by each of the Stockholders Shareholders shall have been delivered to USFloral.
Appears in 1 contract
Sources: Share Purchase Agreement (U S a Floral Products Inc)
Representations and Warranties; Performance of Obligations. All of the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true, correct and complete on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date; all of the terms, covenants, agreements and conditions of this Agreement to be complied with, performed or satisfied by the Company and the Stockholders on or before the Closing Date shall have been duly complied with, performed or satisfied; and a certificate to the foregoing effects dated the Closing Date and signed on behalf of the Company and by each of the Stockholders shall have been delivered to USFloralthe Buyer.
Appears in 1 contract
Sources: Stock Purchase Agreement (Holiday Rv Superstores Inc)