The representations and warranties of [[Organization B:Organization]] and the ​ in this Agreement shall have been true and correct as of the date of this Agreement and shall be true and correct on and as of the Closing. [[Organization B:Organization]] and the ​ shall have performed all obligations in this Agreement required to be performed or observed by them on or prior to the Closing.

Representations and Covenants. The representations and warranties of the ​ and [[Organization A:Organization]] contained in this Agreement shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date. The ​ and [[Organization A:Organization]] shall have performed and complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with by the ​ and [[Organization A:Organization]] on or prior to the Closing Date. [[Organization A:Organization]] shall have delivered to the ​ a certificate, dated the Closing Date, to the foregoing effect.

Representations and Covenants. The representations and warranties of the ​ contained in this Agreement shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date. The ​ shall have performed and complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with by the ​ on or prior to the Closing Date. The ​ shall have delivered to the Shareholder and [[Organization A:Organization]], a certificate, dated the Closing Date, to the foregoing effect.

All of the representations and warranties of the [[Organization A:Organization]] set forth in this Agreement shall have been true and accurate in all material respects as of the execution date of this Agreement and as of the Closing Date as if made on each such date (and [[Organization A:Organization]] shall have delivered to Purchaser an officer’s certificate to such effect);

Accuracy of [[Organization B:Organization]]’s Representations and Warranties. The representations and warranties of [[Organization B:Organization]] in this Agreement shall be true and correct in all material respects as of the Share Purchase Notice Date, except to the extent such representations and warranties are as of another date, in which case such representations and warranties shall be true and correct as of such other date.

Section # To induce the Sellers to enter into this Agreement, [[Organization B:Organization]] makes the following representations and warranties, all of which [[Organization B:Organization]] represents are true, complete and correct in all material respects as of the Effective Date of this Agreement and shall be true, complete and correct in all material respects as of the Closing Date and shall be deemed to be made as of that date.

all of [[Organization B:Organization]]’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the Closing Date as if they were made on that date;

Each of the obligations of the [[Organization A:Organization]] required to be performed by it at or prior to the Closing Date pursuant to the terms of this Agreement shall have been duly performed and complied with and all of the representations and warranties of the [[Organization A:Organization]] under this Agreement shall, subject to any applicable exceptions set forth on Exhibit C to this Agreement, be true and correct in all material respects as of the Closing Date or as of such other date as of which such representation is made under the terms of Exhibit B to this Agreement, and no event shall have occurred as of the Closing Date which would constitute a default on the part of the [[Organization A:Organization]] under this Agreement, and the ​ shall have received a certificate to the foregoing effect signed by an authorized officer of the [[Organization A:Organization]] substantially in the form of Exhibit D to this Agreement.

Representations and Warranties. The representations and warranties of ​ set forth in this Agreement shall be true, correct and complete in all respects as of the Closing date, as though made on and as of the Closing date and ​ will have delivered to Sellers a certificate dated the Closing date, to the effect that the representations and warranties made by Sellers in this Agreement are true and correct.

Representations and Warranties. [[Organization A:Organization]]’s representations and warranties set forth in this Agreement are true and correct as of the Closing as though made at the Closing except where any untruth or inaccuracy will not, either individually or in the aggregate, have a [[Organization A:Organization]] Material Adverse Effect.