Condition of the Company. Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the Company and any other guarantor of the Notes such information concerning the financial condition, business and operations of the Company and any such other guarantor as such Guarantor may require, and that the Noteholders have no duty, and such Guarantor is not relying on the Noteholders at any time, to disclose to such Guarantor any information relating to the business, operations or financial condition of the Company or any other guarantor (such Guarantor hereby waiving any duty on the part of the Noteholders to disclose such information and any defense relating to the failure to provide the same).
Condition of the Company. The combined balance sheet of the Company and its Subsidiaries as at December 31, 2017, and the related combined statements of operations, comprehensive income, changes in parent equity and cash flows for the fiscal year then ended, copies of which have been furnished to each Lender, fairly present the combined financial condition of the Company and its Subsidiaries as at such date and the combined results of the operations and cash flows of the Company and its Subsidiaries for the nine-month period ended on such date, all in accordance with GAAP consistently applied and giving pro forma effect to the Spin Transaction as described in the Form 10. There has been no material adverse change in the business, financial condition or operations of the Company and the Subsidiaries, taken as a whole, since December 31, 2017.
Condition of the Company. Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the Company such information concerning the financial condition, business and operations of the Company as such Guarantor requires, and that neither the Trustee nor any Holder has any duty, and such Guarantor is not relying on the Trustee or any Holder at any time, to disclose to such Guarantor any information relating to the business, operations or financial condition of the Company.
Condition of the Company. (i) The consolidated balance sheet of the Company and its Subsidiaries as at February 25, 2000, and the related consolidated statements of income and retained earnings of the Company and its Subsidiaries for the Fiscal Year then ended, copies of which have been previously furnished to each Bank, fairly present the consolidated financial condition of the Company and its Subsidiaries as at such date and the results of the operations of the Company and its Subsidiaries for the periods ended on such dates, all in accordance with GAAP consistently applied, and (ii) since February 25, 2000, there has been no material adverse change in the business, condition (financial or otherwise), results of operations or prospects of the Company and its Subsidiaries, taken as a whole.
Condition of the Company. The representations and warranties made by the Investor in Article V shall be true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse effect, which representation as so qualified shall be true and correct in all respects) when made and at and on the Closing Date with the same force and effect as if they had been made at and on such date. The Investor shall deliver to the Company the Purchase Price for the Securities purchased by the Investor.
Condition of the Company. The combined balance sheet of the Computer Sciences GS Business of CSC as at April 3, 2015, and the related combined statements of operations, comprehensive income, changes in parent equity and cash flows for the fiscal year then ended, copies of which have been furnished to each Lender, fairly present the combined financial condition of the Computer Sciences GS Business of CSC as at such date and the combined results of the operations and cash flows of the Computer Sciences GS Business of CSC for the fiscal year ended on such date, all in accordance with GAAP consistently applied and giving pro forma effect to the Spin Transaction as described in the Form 10. There has been no material adverse change in the business, financial condition or operations of the Company and the Subsidiaries, taken as a whole, since April 3, 2015.
Condition of the Company. The Company's obligation to issue and sell the Securities to be sold to and purchased by the Purchasers at the Closing Date as contemplated by this Agreement is subject to the satisfaction of the condition, which may be waived in writing by the Company, that the representations and warranties contained in Article IV of this Agreement shall be true and correct in all material respects (except that any representation or warranty qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the Closing Date, and the Company shall have received a certificate to that effect signed by each of the Purchasers.
Condition of the Company. The consolidated balance sheet of the Company as at April 3, 2015, and the related consolidated statements of income and stockholders’ equity of the Company for the fiscal year then ended, copies of which have been furnished to each Bank, fairly present the consolidated financial condition of the Company as at such date and the consolidated results of the operations of the Company for the fiscal year ended on such date, all in accordance with GAAP consistently applied. There has been no material adverse change in the business, financial condition or operations of the Company and the Subsidiaries, taken as a whole, since April 3, 2015.
Condition of the Company. Notwithstanding anything contained in this Agreement to the contrary, the Purchaser acknowledges and agrees that neither the Seller, the Company, its Subsidiaries nor any of their respective Affiliates or Representatives is making any representations or warranties whatsoever, express or implied, beyond those expressly given by Seller in SECTIONS 3.1 THROUGH 3.5, including as to projections, forecasts or forwards-looking statements provided to the Purchaser or its Affiliates or Representatives or the accuracy or completeness of the Due Diligence Materials.
Condition of the Company. Notwithstanding anything contained in this Agreement to the contrary, Buyer acknowledges and agrees that Seller is not making any representations or warranties whatsoever, express or implied, beyond those expressly given by Seller under this Agreement and any exhibits and schedules attached hereto (as modified by the schedules hereto as supplemented or amended), and Buyer acknowledges and agrees that, except for such representations and warranties, the Subject Shares and all assets of the Company are being transferred on a “where is” and, as to condition, “as is” basis. Any claims Buyer may have for breach of representation or warranty shall be based solely on the representations and warranties of Seller set forth in this Agreement and any exhibits and schedules attached hereto (as modified by the schedules hereto as supplemented or amended). As of the Closing Date, Buyer acknowledges that it has conducted its own independent investigation of the condition, operations and business of the Company and the Company Subsidiary and, in making its determination to proceed with the transactions contemplated in this Agreement, Buyer has relied on the results of its own independent investigation in addition to representations, warranties and covenants provided by the Seller hereunder.
