Common use of REPRESENTATIONS TRUE AND COVENANTS PERFORMED AT CLOSING Clause in Contracts

REPRESENTATIONS TRUE AND COVENANTS PERFORMED AT CLOSING. The representations and warranties made by the Company and each of the Stockholders shall be correct and complete in all Material respects on the Closing Date with the same force and effect as if such representations and warranties had been made on and as of the Closing Date. The Company and each of the Stockholders shall have each duly performed and complied in all Material respects with all of the agreements, covenants, acts and undertakings to be performed or complied with by it in all Material respects on or prior to the Closing Date. The Company and each of the Stockholders shall have delivered to Purchaser a certificate or certificates dated as of the Closing Date certifying as to the fulfillment of the conditions of this Section 6.01. Notwithstanding any other provision of this Agreement to the contrary, for purposes of this Section 6.01, all Materiality qualifications contained in the representations and warranties made by the Company and each of the Stockholders shall be disregarded and given no effect.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Gray Communications Systems Inc /Ga/), Stock Purchase Agreement (Busse Broadcasting Corp)

REPRESENTATIONS TRUE AND COVENANTS PERFORMED AT CLOSING. The representations and warranties made by the Company and each of the Stockholders shall be correct and complete in all Material respects at the close of business on the day before the Closing Date with the same force and effect as if such representations and warranties had been made on and as of the close of business on the day before the Closing Date. The Company and each of the Stockholders shall have each duly performed and complied in all Material respects with all of the agreements, covenants, acts and undertakings to be performed or complied with by it in all Material respects on or prior to the Closing Date. The Company and each of the Stockholders shall have delivered to Purchaser a certificate or certificates dated as of the Closing Date certifying as to the fulfillment of the conditions of this Section 6.01. Notwithstanding any other provision of this Agreement to the contrary, for purposes of this Section 6.01, all Materiality qualifications contained in the representations and warranties made by the Company and each of the Stockholders shall be disregarded and given no effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Busse Broadcasting Corp)

REPRESENTATIONS TRUE AND COVENANTS PERFORMED AT CLOSING. The representations and warranties made by the Company and each of the Stockholders Sellers shall be correct and complete in all Material respects on the Closing Date with the same force and effect as if such representations and warranties had been made on and as of the Closing Date. The Company and each Each of the Stockholders Sellers shall have each duly performed and complied in all Material respects with all of the agreements, covenants, acts and undertakings to be performed or complied with by it in all Material respects on or prior to the Closing Date. The Company and each Each of the Stockholders Sellers shall have delivered to Purchaser a certificate or certificates dated as of the Closing Date certifying as to the fulfillment of the conditions of this Section 6.017.01. Notwithstanding any other provision of this Agreement to the contrary, for purposes of this Section 6.017.01, all Materiality qualifications contained in the representations and warranties made by the Company and each of the Stockholders Sellers shall be disregarded and given no effect.

Appears in 1 contract

Sources: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)