CHEMICAL'S REPRESENTATIONS AND WARRANTIES Sample Clauses
CHEMICAL'S REPRESENTATIONS AND WARRANTIES. Except as disclosed in a correspondingly numbered section of Chemical's disclosure statement (the "Chemical Disclosure Statement") delivered by Chemical to O.A.K. prior to the execution of this Plan of Merger, Chemical represents and warrants to O.A.K. that the statements contained in Article III are true and correct; provided, however, the disclosure in the Chemical Disclosure Statement of an item or matter in response or in reference to one provision or representation shall be deemed responsive to other provisions and representations where the applicability of such item or matter to other provisions is reasonably apparent.
CHEMICAL'S REPRESENTATIONS AND WARRANTIES. 11 3.1 Authorization, No Conflicts, Etc. 11 3.2 Organization and Good Standing 12 3.3 Subsidiaries 13 3.4 Capital Stock 13 3.5 Chemical Common Stock 14 3.6 Financial Statements 14 3.7 Absence of Certain Changes or Events 15 3.8 Absence of Material Adverse Changes 15 3.9 Legal Proceedings 15 3.10 Regulatory Filings 15 3.11 No Indemnification Claims 15 3.12 Conduct of Business 15 3.13 Proxy Statement, Etc. 16
CHEMICAL'S REPRESENTATIONS AND WARRANTIES. Chemical represents and warrants to Shoreline that, except as otherwise set forth in the disclosure statement previously furnished to Shoreline by Chemical (the "Chemical Disclosure Statement"):