Common use of Representations and Warranties True on the Closing Date Clause in Contracts

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by the Seller in Article 5 of this Agreement shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations or warranties were made or given on and as of the Closing Date, except (a) for any changes consented to in writing by Buyer or (b) to the extent that any failure of such representations and warranties to be true and correct in all material respects would not have a Material Adverse Effect.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Gateway Inc), Asset Purchase Agreement (MPC Corp)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by the Seller MPC and Buyer in Article 5 6 of this Agreement shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations or and warranties were made or given on and as of the Closing Date, except (a) for any changes consented to in writing by Buyer Seller or (b) to the extent that any failure of such representations and warranties to be true and correct in all material respects would not have a Material Adverse Effect.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Gateway Inc), Asset Purchase Agreement (MPC Corp)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by the Seller in Article 5 of this Agreement shall be true and correct in all material respects when made and shall be true and correct (in the case of any representation or warranty not qualified by materiality or Material Adverse Effect) or in all material respects (in the case of any representation or warranty qualified by materiality or Material Adverse Effect, at and as of the time of the Closing, as if made on the Closing Date as though such representations or warranties were made or given on and as of the Closing Date, except (a) Date was substituted for any changes consented to in writing by Buyer or (b) to the extent that any failure date of this Agreement throughout such representations and warranties to be true and correct in all material respects would not have a Material Adverse Effectwarranties, except for any variances caused by actions taken or omitted as permitted by Section 5.2.

Appears in 1 contract

Sources: Purchase Agreement (Systemax Inc)