REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB Sample Clauses
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. As an inducement to Sellers and the Company to enter into this Agreement and consummate the transactions contemplated hereby, Buyer and Acquisition Sub hereby represent and warrant to Sellers and the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. The following representations and warranties are made jointly and severally by Buyer and Acquisition Sub:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Buyer and Acquisition Sub represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Except as disclosed in the separate disclosure schedule which has been delivered by Buyer to the Company immediately prior to the execution of this Agreement (the “Buyer Disclosure Schedule”), which Buyer Disclosure Schedule shall be arranged in numbered and lettered sections corresponding to the numbered and lettered sections contained in this Article V (it being agreed that the disclosure of any item in any section of the Buyer Disclosure Schedule shall also be deemed to be disclosed with respect to any other section of the Buyer Disclosure Schedule to which the relevance of such item is reasonably apparent on the face of such disclosure), Buyer and Acquisition Sub hereby jointly and severally represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Each of Buyer and Acquisition Sub hereby represents and warrants to the Stockholders as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Buyer and Acquisition Sub each represents and warrants to Sellers that the statements contained in this Article V are true and correct; provided, however, that such statements are qualified in all material respects by the Buyer disclosures in its registration statement on Form S-1 and in its periodic reports filed with the SEC (the “Buyer SEC Filings”).
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Buyer and Acquisition Sub represent and warrant to the Company that, other than as supplemented or modified by information set forth in the Buyer SEC Documents and the disclosure schedules referenced below, the following statements are correct and complete as of the date of this Agreement:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Except as disclosed in the separate disclosure schedule which has been delivered by Buyer to the Company prior to the execution of this Agreement (the “Buyer Disclosure Schedule”), Buyer and Acquisition Sub hereby jointly and severally represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Each of the Buyer and Acquisition Sub, jointly and severally, represents and warrants to Seller, Seller Subs and the Seller Shareholder that the statements contained in this Section 4 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 4).
REPRESENTATIONS AND WARRANTIES OF BUYER AND ACQUISITION SUB. Section 5.1 Organization and Qualification 47 Section 5.2 Certificate of Incorporation and By-Laws 47 Section 5.3 Authority Relative to Agreement 47 Section 5.4 No Conflict; Required Filings and Consents 47 Section 5.5 Absence of Litigation 48 Section 5.6 Available Funds 49 Section 5.7 Brokers 49 Section 5.8 Agreements with Other Parties 49 Section 5.9 Capitalization and Operations of Acquisition Sub 49 Section 5.10 Disclaimer of Other Representations and Warranties 49