REPRESENTATIONS AND WARRANTIES OF BLOCKER SELLER. Blocker Seller hereby represents and warrants to Buyer and Merger Sub as follows, as of the date of this Agreement and as of the Closing:
REPRESENTATIONS AND WARRANTIES OF BLOCKER SELLER. Except as provided in the Blocker Schedules, Blocker Seller represents and warrants to Parent and Merger Sub as follows:
REPRESENTATIONS AND WARRANTIES OF BLOCKER SELLER. Blocker Seller represents and warrants to CABO that as of the date of this Agreement (unless the particular statement speaks expressly as of another date, in which case Blocker Seller represents and warrants to CABO as of such other date), except as disclosed in the Disclosure Schedule:
REPRESENTATIONS AND WARRANTIES OF BLOCKER SELLER. 16 5.01 Status 16 5.02 Power and Authority 16 5.03 Enforceability 16 5.04 No Violations; Consents and Approvals 17 5.05 Capitalization; Ownership 17 5.06 Investments 17 5.07 Tax Matters 17 5.08 Holding Company 20 5.09 Litigation 20 5.10 Investment Representations 20 5.11 No Additional Representations or Warranties 21 ARTICLE VI REPRESENTATIONS AND WARRANTIES OF THE COMPANY 21 6.01 Status 21 6.02 Power and Authority 21 6.03 Enforceability 21 6.04 Capitalization; Ownership 21 6.05 Subsidiaries 22 6.06 No Violation; Consents and Approvals 22 6.07 Financial Statements; No Undisclosed Liabilities 22 6.08 Absence of Certain Developments 24 6.09 Litigation Recalls; Other Product Issues 25 6.10 Environmental Matters 25 6.11 Title to Properties 26 6.12 Compliance with Laws 27 6.13 Labor and Employment Matters 27 6.14 Employee Benefit Plans 28 6.15 Tax Matters 30 6.16 Insurance 32 6.17 Licenses and Permits 33 6.18 Affiliated Transactions 33 6.19 Material Contracts 33 6.20 Intellectual Property 35 6.21 Data Privacy and Security 35 6.22 Key Customers and Suppliers 35 6.23 No Brokers 36 6.24 Condition and Sufficiency of Assets 36 6.25 Health Care Compliance 36 6.26 HIPAA 39 6.27 No Additional Representations or Warranties 40
