REPRESENTATIONS AND WARRANTIES OF 4MC AND ACQUISITION. 4MC and Acquisition, jointly and severally, represent and warrant to VSDD and Shareholders as follows as of the date hereof and as of the closing date:
4.1. Organization and Standing of 4MC and Acquisition. 4MC and Acquisition ------------------------------------------------ are corporations duly organized, validly existing and in good standing under the laws of the State of Delaware and have the corporate power to carry on their business as now conducted and to own or lease their assets and are duly qualified to transact business as foreign corporations in each state where such qualification is necessary except where the failure to qualify (individually or in the aggregate) will not have a Material Adverse Effect on 4MC or Acquisition on a combined basis.
