REPRESENTATIONS AND WARRANTIES OF CHC. CHC hereby represents and warrants to Skyline, subject to such exceptions as are specifically disclosed in writing (with reference to a specific section of this Agreement to which each such exception applies) in the disclosure letter supplied by CHC to Skyline, dated as of the Agreement Date (the “CHC Disclosure Letter”) or as disclosed in the CHC SEC Documents, as set forth below in this Article III. As used in this Article III, unless the context indicates otherwise, the term “CHC Group” (as defined in Section 3.1(a)) means each entity comprising the CHC Group.
REPRESENTATIONS AND WARRANTIES OF CHC. As used in this ARTICLE IV, unless the context indicates otherwise, the term “
REPRESENTATIONS AND WARRANTIES OF CHC. 6 2.1 Organization, Corporate Power and Qualification. 6 2.2
REPRESENTATIONS AND WARRANTIES OF CHC. CHC hereby represents and warrants to Rx Medical and Acquisition Corp as follows:
REPRESENTATIONS AND WARRANTIES OF CHC. CHC hereby represents and warrants to PAC that the statements contained in this Article III are true and correct as of the Closing Date:
REPRESENTATIONS AND WARRANTIES OF CHC. CHC hereby represents and warrants to Purchaser that the statements contained in this Article 3 are true and correct as of the date hereof, except as expressly set forth herein or in the Disclosure Schedule and except as set forth in the CHC SEC Filings filed on or prior to the date hereof.
REPRESENTATIONS AND WARRANTIES OF CHC. CHC hereby represents and warrants to ID, subject to such exceptions as may be noted below or as disclosed in CHC SEC Documents, as set forth below in this ARTICLE III.
REPRESENTATIONS AND WARRANTIES OF CHC. 9 4.1. Organization and Standing 9 4.2. Authorization; Binding Agreement 9 4.3. Governmental Approvals 10 4.4. Non-Contravention 10 4.5. Capitalization 10 4.6. Subsidiaries 11 4.7. SEC Filings and CHC Financials 11 4.8. Absence of Certain Changes 13 4.9. Compliance with Laws 13 4.10. Permits 13 4.114.9. Litigation 14 4.12. Material Contracts 14 4.13. Intellectual Property 16 4.14. Taxes and Returns 17 4.15. Real Property 19 4.16. Personal Property 20 4.17. Title to and Sufficiency of Assets 20 4.18. Employee Matters 20 4.19. Benefit Plans 21 4.20 Environmental Matters 23 4.21. Transactions with Affiliates 24 4.22. Investment Company Act 24 4.23. Finders and Brokers 25 4.24. Certain Business Practices 25 4.25. Business Insurance 25 4.26. Top Customers and Suppliers 26 4.27. Independent Investigation 26
REPRESENTATIONS AND WARRANTIES OF CHC. Except as set forth in (i) the disclosure schedules delivered by CHC to Delta, Pubco and the Sellers on the date hereof (the “CHC Disclosure Schedules”), the Section numbers of which are numbered to correspond to the Section numbers of this Agreement to which they refer, or (ii) the SEC Reports that are available on the SEC’s website through EXXXX, CHC represents and warrants to Delta and Pubco, as of the date hereof and as of the Closing, as follows:
REPRESENTATIONS AND WARRANTIES OF CHC. Except as set forth in the Disclosure Schedule, CHC and City National hereby represent and warrant, jointly and severally, to CBI as follows:
