Representations and Warranties of APP. As inducement to the Company and the Stockholders to enter into this Agreement and to consummate the Merger, and except as set forth in the Disclosure Schedules attached hereto and incorporated herein by this reference, APP represents and warrants to the Company and the Stockholders both as of the date hereof and as of the Effective Time as follows:
Representations and Warranties of APP. 18 Section 4.1 Organization and Good Standing; Qualification.................................... 18 Section 4.2 Authorization and Validity....................................................... 18 Section 4.3
Representations and Warranties of APP. APP represents and warrants to FHC Wisconsin as follows:
Representations and Warranties of APP. Organization, Standing and Corporate Power 14 Section 4.3 Capital Structure 15 Section 4.4 Subsidiaries 16 Section 4.5 Financial Statements; Undisclosed Liabilities 16 Section 4.6 Information Supplied 17 Section 4.7 Absence of Certain Changes or Events 17 Section 4.8 Compliance with Applicable Laws; Outstanding Orders 18 Section 4.9 Compliance with Health Care Laws 18 Section 4.10 Litigation 19 Section 4.11 Benefit Plans 19 Section 4.12 Labor and Employment Matters 21 Section 4.13 Taxes 21 Section 4.14 Voting Requirements 22 Section 4.15 Intellectual Property 23 Section 4.16 Certain Contracts 24 Section 4.17 Real Property 25 Section 4.18 Brokers 26 Section 4.19 Related Party Transactions 26
Representations and Warranties of APP. As inducement to each Seller and Madison to enter into this Agreement, APP represents and warrants to each Seller and Madison both as of the date hereof and as of the Closing Date as set forth below, subject to those exceptions set forth in the Disclosure Schedules attached hereto and incorporated herein by this reference, specifically identifying the relevant subparagraphs hereof, which exceptions shall be deemed to be representations and warranties as if made hereunder.
Representations and Warranties of APP. APP represents and warrants to the Company as set forth below.
Representations and Warranties of APP. 18 Section 4.1 Organization and Good Standing; Qualification . . . . . . . . . . . . . . . . . . . . . . . . 18 Section 4.2 Authorization and Validity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Section 4.3
Representations and Warranties of APP. As inducement to each Seller and San Antonio to enter into this Agreement, APP represents and warrants to each Seller and San Antonio both as of the date hereof and as of the Closing Date as set forth below, subject to those exceptions set forth in the Disclosure Schedules attached hereto and incorporated herein by this reference, specifically identifying the relevant subparagraphs hereof, which exceptions shall be deemed to be representations and warranties as if made hereunder.
Representations and Warranties of APP. APP represents and warrants to MDCO as follows:
Representations and Warranties of APP. As inducement to each Seller and South Texas to enter into this Agreement, APP represents and warrants to each Seller and South Texas both as of the date hereof and as of the Closing Date as set forth below, subject to those exceptions set forth in the Disclosure Schedules attached hereto and incorporated herein by this reference, specifically identifying the relevant subparagraphs hereof, which exceptions shall be deemed to be representations and warranties as if made hereunder.