Borrower Parties. Each of the Borrower Parties represents and warrants to Lender, as of the date of this Assumption Agreement, that:
(i) It has full and lawful power, authority, and capacity to execute, deliver, and perform its respective obligations under this Assumption Agreement and all other documents and instruments executed in connection with the Assumption.
(ii) If an entity, it is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation or organization.
(iii) The execution, delivery, and performance of this Assumption Agreement and the other documents and instruments executed in connection with the Assumption will not (A) if it is an entity, contravene any provision of its organizational documents, (B) conflict with any judgment, order, or decree to which it is subject, or (C) constitute a material breach of any Lease or material contract to which it is a party.
Borrower Parties. Each of the Borrower Parties represents and warrants to Lender, as of the date of this Assumption Agreement, that:
(i) It has full and lawful power, authority, and capacity to execute, deliver, and perform its respective obligations under this Assumption Agreement and all other documents and instruments executed in connection with the Transfer and Guaranty Assumption.
(ii) If an entity, it is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation or organization.
(iii) The execution, delivery, and performance of this Assumption Agreement and the other documents and instruments executed in connection with the Guaranty Assumption will not (A) if it is an entity, contravene any provision of its organizational documents, (B) conflict with any judgment, order, or decree to which it is subject, or (C) constitute a material breach of any Lease or material contract to which it is a party.
(iv) Upon consummation of the Transfer, the organizational structure of Borrower will be as set forth in Exhibit C.
Borrower Parties. The Borrower Parties have fully disclosed to Administrative Agent all material aspects of the ownership structure of the Borrower Parties and have disclosed to Administrative Agent (1) the correct legal name of each such Person, the type of organization, and the jurisdiction of its incorporation or organization, and (2) the class of outstanding Capital Stock of Borrower along with the percentage thereof owned, directly or indirectly, by the Borrower Parties. None of such issued and outstanding Capital Stock is subject to any vesting, redemption, or repurchase agreement, and there are no warrants or options outstanding with respect to such Capital Stock, except as disclosed in Schedule 4.9.
Borrower Parties. Borrower has the knowledge necessary to make these representations and warranties regarding each Borrower Party. Borrower has the authority to commit to providing any report, information or document related to any other Borrower Party required by this Agreement.
Borrower Parties. The Borrower Parties:
Borrower Parties. 25 7. EVENTS OF DEFAULT AND REMEDIES............................................................................26 7.1
Borrower Parties. INTERPACE DIAGNOSTICS GROUP, INC., a Delaware corporation, formerly known as PDI, INC., a Delaware corporation
Borrower Parties. INTERPACE DIAGNOSTICS GROUP, INC., a Delaware corporation, formerly known as PDI, INC., a Delaware Corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS, LLC, a Delaware limited liability corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO GROUP DCA, LLC, a Delaware limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO PDI BIOPHARMA, LLC, a New Jersey limited liability company, f/k/a Interpace BioPharma, LLC, a New Jersey limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS LAB INC., a Delaware corporation, f/k/a/ JS Genetics, Inc., a Delaware corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS CORPORATION, a Delaware corporation, successor-by-merger to Redpath Acquisition Sub, Inc., a Delaware corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO
Borrower Parties. MID-AMERICA APARTMENT COMMUNITIES, INC., a Tennessee corporation
Borrower Parties. INTERPACE DIAGNOSTICS GROUP, INC., a Delaware corporation, formerly known as PDI, INC., a Delaware Corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS, LLC, a Delaware limited liability corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO GUARANTOR PARTIES: GROUP DCA, LLC, a Delaware limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO PDI BIOPHARMA, LLC, a New Jersey limited liability company, f/k/a Interpace BioPharma, LLC, a New Jersey limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO
