Common use of Representations and Warranties; Performance of Obligations Clause in Contracts

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders shall have delivered to RV Centers certificates dated the Closing Date and the Consummation Date, respectively, and signed by them to such effect.

Appears in 3 contracts

Sources: Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders shall have delivered to RV Centers Metals certificates dated the Closing Date and the Consummation Date, respectively, and signed by them to such effect.

Appears in 3 contracts

Sources: Merger Agreement (Metals Usa Inc), Merger Agreement (Metals Usa Inc), Merger Agreement (Metals Usa Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders shall have delivered to RV Centers Metals certificates dated the Closing Date and the Consummation Date, respectively, and signed by them to such effect.

Appears in 2 contracts

Sources: Exchange Agreement (Metals Usa Inc), Merger Agreement (Metals Usa 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 true, correct and correct in all material respects complete on and as of the Closing Date and the Consummation Date with the same effect as though such representations and warranties had been made on and as of such dateDate; all of the terms, covenants covenants, agreements and conditions of this Agreement to be complied with with, performed or performed satisfied by the Stockholders Company and the Company Stockholders on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly complied with, performed or complied with in all material respectssatisfied; and certificates to the Stockholders shall have delivered to RV Centers certificates foregoing effects dated the Closing Date and signed on behalf of the Consummation Date, respectively, Stockholders and signed by them the Company shall have been delivered to such effectPurchaser.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Aether Systems Inc), Stock Purchase Agreement (Aether Systems Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders Stockholder and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Funding and Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders Stockholder and the Company on or before the Closing Date or the Funding and Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders Stockholder shall have delivered to RV Centers Home certificates dated the Closing Date and the Funding and Consummation Date, respectively, and signed by them to such effect.

Appears in 2 contracts

Sources: Merger Agreement (Homeusa Inc), Merger Agreement (Homeusa Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company Seller contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company Seller on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders Seller shall have delivered to RV Centers certificates and the Buyer a certificate dated the Closing Date and the Consummation Date, respectively, and signed by them the Seller to such effect.

Appears in 1 contract

Sources: Asset Purchase Agreement (Rv Centers Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders shall have delivered to RV Centers Purchaser certificates dated the Closing Date and the Consummation Date, respectively, and signed by them to such effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Metals Usa Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders contained in this Agreement that are qualified by materiality shall be true and correct and all other representations and warranties of the Company Stockholders contained in this Agreement shall be true and correct in all material respects respects, in each case as of the Closing Date and the Consummation Date with the same force and effect as though such representations and warranties had been made on and as of such datethe Closing Date; all of the terms, covenants and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with and performed in all material respects; and the Stockholders shall have delivered to RV Centers certificates Metro a certificate, dated the Closing Date and the Consummation Date, respectively, and signed by them the Stockholders, to such effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Metro Global Media Inc)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders and the Company on or before the Closing Date or the Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders shall have delivered to RV Centers CLC certificates dated the Closing Date and the Consummation Date, respectively, and signed by them to such effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Chemical Logistics Corp)

Representations and Warranties; Performance of Obligations. All the representations and warranties of the Stockholders Owners and the Company contained in this Agreement shall be true and correct in all material respects as of the Closing Date and the Funding and Consummation 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 and conditions of this Agreement to be complied with or performed by the Stockholders Owners and the Company on or before the Closing Date or the Funding and Consummation Date, as the case may be, shall have been duly performed or complied with in all material respects; and the Stockholders Owners shall have delivered to RV Centers Home certificates dated the Closing Date and the Funding and Consummation Date, respectively, and signed by them to such effect.

Appears in 1 contract

Sources: Agreement and Plan of Organization (Homeusa Inc)