REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Acquiror and Acquisition Sub each represent and warrant to Company as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. 4.1 Organization and Qualification 12 4.2 Capitalization 12 4.3 Authority; Non-Contravention; Approvals 13 4.4 SEC Documents 14 4.5 Absence of Undisclosed Liabilities 15 4.6 Absence of Certain Changes or Events 15 4.7 Litigation 15 4.8 Tax Treatment 15 4.9 No Acquiror Stockholders’ Approval Required 15 4.10 Financial Capability 15 4.11 Disclosure Documents 15 4.12 Advisors’ Fees 16 4.13 Opinion of Financial Advisor 16 4.14 No Additional Representations 16
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Organization and Qualification 6 4.2 Authority; Non-Contravention; Approvals 6 4.3 Litigation 7 4.4 No Acquiror Stockholders' Approval Required 8 4.5 Investment Intent 8 4.6 Financial Capability 8 4.7 No Additional Representations 8 5.1 Organization and Qualification 8 5.2 Capitalization 9 5.3 Subsidiaries 9 5.4 Authority; Non-Contravention; Approval 10 5.5 SEC Documents 11 5.6 Absence of Undisclosed Liabilities 12 5.7 Absence of Certain Changes or Events 12 5.8 Litigation 12 5.9 No Violation of Law 13 5.10 Compliance with Agreements 13
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Acquiror and Acquisition Sub each represent and warrant to Target as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. 21 3.1 Organization, Standing and Power...............................................................21 3.2
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Except as disclosed in a document of even date herewith and delivered by Acquiror and Acquisition Sub to Target prior to the execution and delivery of this Agreement and referring to the representations and warranties in this Agreement (the "Acquiror Disclosure Schedule"), Acquiror and Acquisition Sub represent and warrant to Target and Shareholders as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Except as disclosed in a document of even date herewith and delivered by Acquiror and Acquisition Sub to Target prior to the execution and delivery of this Agreement and referring to the representations and warranties in this Agreement (the "Acquiror Disclosure Schedule"), and except with respect to the representations and warranties in Sections 3.2 and 3.9 as disclosed in a document to be dated and delivered by Acquiror and Acquisition Sub to Target no later than November 24, 1998, each of Acquiror and Acquisition Sub represents and warrants to Target as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Except as set forth in the Disclosure Schedule delivered by Acquiror to Target, and signed by Target and Acquiror for identification (the "Acquiror Disclosure Schedule"), which identify exceptions by specific section references, Acquiror and Acquisition Sub hereby, jointly and severally, represent and warrant to Target that:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. The Acquiror, Acquisition Sub and their affiliates (collectively, for the purposes of this Article IV, the "Acquiror") hereby represent, warrant and agree as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND ACQUISITION SUB. Section 4.1 Organization and Qualification
Section 4.2 Authority; Non-Contravention; Statutory Approvals
