REPRESENTATIONS AND WARRANTIES OF DA AND THE STOCKHOLDERS Sample Clauses

REPRESENTATIONS AND WARRANTIES OF DA AND THE STOCKHOLDERS. Except as set forth in the disclosure schedule of DA dated as of the date hereof and delivered herewith to Delano (the "DA DISCLOSURE SCHEDULE") which identifies the section and subsection to which each disclosure therein relates (provided, however, that DA will be deemed to have adequately disclosed with respect to any section or subsection any matters that are clearly described elsewhere in such document if the applicability of such disclosure to such non-referenced sections or subsections is clearly apparent and DA has not intentionally omitted any required cross-references), and whether or not the DA Disclosure Schedule is referred to in a specific section or subsection, DA and each of the Stockholders jointly and severally represent and warrant to Delano and Merger Sub as follows:

REPRESENTATIONS AND WARRANTIES OF DA AND THE STOCKHOLDERS. The representations and warranties of DA and the Stockholders set forth in this Agreement will be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, except (i) as otherwise contemplated by this Agreement, (ii) as a result of actions taken or not taken at the direction of or after consultation with and written concurrence of Delano and (iii) for representations and warranties specifically limited to an earlier date(s). Delano will have received a certificate signed by the chief executive officer and the chief financial officer of DA to such effect with respect to the Company on the Closing Date.