REPRESENTATIONS AND WARRANTIES OF CSSS AND SHAREHOLDERS Sample Clauses

REPRESENTATIONS AND WARRANTIES OF CSSS AND SHAREHOLDERS. CSSS and the Shareholders, jointly and severally, represent and warrant to Buyer that the statements contained in this Section 4, are correct and complete as of the date of this Agreement and shall be correct and complete at the Closing Date. The mere listing (or inclusion of a copy) of a document or other item shall not be deemed adequate to disclose an exception to a representation or warranty made in this Agreement unless (a) the representation or warranty has to do with the existence of the document or other item itself or (b) the Disclosure Schedule identifies the exception with particularity (such as with a cross-reference to a section in a disclosed agreement) and summarizes the relevant facts in reasonable detail. Wherever a representation or warranty in this Agreement is qualified as having been made “to the best of CSSS’s knowledge,” such phrase shall mean the knowledge of Shareholders, CSSS and the officers, directors and employees of CSSS responsible for the operation of the Business or the Purchased Assets, after reasonable inquiry.
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