Common use of Truth of Representations and Warranties Clause in Contracts

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true at and as of the Closing Date with the same effect closing date as though such representations and warranties had been were made or given on at and as of the Closing Datetransfer date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and Shareholders in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and Sellers in this Agreement or given on its or their behalf hereunder hereunder, shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Private Company and the Shareholders in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The Purchaser's representations and warranties made by the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true at and as of the Closing Date with the same effect as though such representations and warranties had been were made or given on at and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Company contained in this Agreement or given on its behalf hereunder and the representations and warranties of the Sellers contained in this Agreement shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Company and the Sellers shall have each delivered to the Purchaser a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and the Shareholders in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Sellers an officer's certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholder a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchasers shall have delivered to the Seller an officer's certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Sellers in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Sellers shall have received a certificate signed by an executive officer of the Purchaser, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been when made or given on and as of the Closing Date, and Purchaser shall have delivered to Seller a certificate, signed by its President, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct as of the date of this Agreement and on and as of the Closing Date with the same effect as though such (other than those representations or warranties that expressly relate to an earlier date, which representations and warranties had been made or given on shall be true and correct as of the Closing Datesuch earlier date).

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser in this Agreement or given on its behalf hereunder Buyer contained herein shall be substantially true and accurate in all material respects on respects, in each case at and as of the date of this Agreement and as of the Closing Date with (except to the same effect as though such representations and warranties had been made extent a representation or given on and warranty speaks specifically as of an earlier date or as expressly provided for in this Agreement), and the Buyer shall have delivered to the Company a certificate dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Parent Company and the Buyer in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date, except for those representations and warranties that are qualified as to materiality, in which case such representations and warranties shall be true and correct in all respects.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Parent and the Seller shall have received a certificate signed by an authorized officer of the Purchaser, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Creditor in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall will be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on at and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Sellers in this Purchase Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same force and effect as though if such representations and warranties had been made or given on and as of the Closing Date.such date and Purchaser shall have executed and delivered a certificate of a senior officer to that effect;

Truth of Representations and Warranties. The representations --------------------------------------- and warranties made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations Each representation and warranties warranty made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations representation and warranties warranty had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Sellers contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Stockholder a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by each of the Purchaser Sellers in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects (to the extent any such representation and warranty is not already qualified by materiality) on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date, and Purchasers shall have delivered to Seller on the Closing Date a certificate of an authorized officer of each Purchaser, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations --------------------------------------- and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects as of such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder in any of the other Transaction Documents shall be substantially accurate true and correct in all material respects on when made and in addition shall be true and correct in all respects at and as of the Closing Date and with the same effect as though such representations and warranties had been made or given on at and as of the Closing DateClosing.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser and Acquisition contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Company a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Stockholder a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true and as of the Closing Date with the same effect as though such representations and warranties had been made or given complete on and as of the Closing Date, with the same effect as if then made.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on both when made and as of the Closing Date with (except to the same effect as though extent any such representations and warranties had been representation or warranty is, by its terms, made or given on and as of a specified date, in which case the Closing Dateaccuracy of such representation or warranty will be determined as of such date), and the Purchaser shall have executed and delivered a certificate of a senior officer to that effect.

Truth of Representations and Warranties. The representations --------------------------------------- and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and ----------------------------------------- warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Company an officer's certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The --------------------------------------- representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and complete in all material respects on and as of the Closing Date Date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateif then made.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Company and the Sellers contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date; and Purchaser shall have delivered to the Stockholders a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Seller shall have received a certificate signed by an authorized officer of the Purchaser, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement and in any exhibit or given on its behalf hereunder other document delivered pursuant hereto shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on the date hereof and on and as of the Closing Date with the same effect as though made on and as of such date, except for representations and warranties expressly made only as of a specific date, except for breaches of such representations and warranties had been made which, individually or given on and as of in the Closing Dateaggregate, would not have or reasonably be expected to have a Material Adverse Effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyers contained in this Agreement or given on its behalf hereunder shall have been true and correct in all material respects as of the date of this Agreement and shall be substantially accurate true and correct in all material respects on and as of the Closing Date Date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Date, except that those representations and warranties that by their terms are qualified by materiality shall be true and correct in all respects.

Truth of Representations and Warranties. The Each of the --------------------------------------- representations and warranties made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true and correct at and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholders a certificate signed by the Purchaser’s duly authorized representative, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct on and as of such Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects on and as of the Closing Date such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and ------------------------------------------ warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The Each of the --------------------------------------- representations and warranties made by the Purchaser Seller in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same force and effect as though such representations representation and warranties warranty had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholders a certificate signed by the Purchaser's duly authorized representative, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Seller in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this the Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.such date. (b)

Truth of Representations and Warranties. The representations and warranties made by Parent Company and the Purchaser Buyer in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true and correct as of the Closing Date with the same force and effect as though if such representations and warranties had been made or given on and as of such date and the Closing DateBuyer shall have executed and delivered a certificate of a senior officer to that effect.

Truth of Representations and Warranties. The representations represen-tations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Ascot a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer in this Purchase Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all a material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall have been true and correct as of the date of this Agreement and shall be substantially accurate in all material respects on true and correct as of the Closing Date in all material respects with the same force and effect as though if such representations and warranties had been made or given on and as of the such Closing Date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Shareholders a certificate, dated the Closing Date, to such effect.

Truth of Representations and Warranties. The Purchaser's representations and warranties made by the Purchaser contained in this Agreement or given on its behalf hereunder agreement shall be substantially accurate true in all material respects on and as of the Closing Date (except for representations and warranties made with respect to a specific date other than the Closing Date which shall be true in all material respects on and as of such date) with the same effect as though such the representations and warranties had been were made or given on and as of the Closing Date.

Truth of Representations and Warranties. The representations and warranties made by Purchaser and the Purchaser Subsidiary in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects as of such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Truth of Representations and Warranties. The representations and warranties made by of each of buyer and the Purchaser Company contained in this Agreement or given on its behalf hereunder in any other document delivered at Closing shall be substantially accurate in all material respects on true and as of the Closing Date with the same effect as though such representations and warranties had been made or given correct on and as of the Closing Date.