Representations and Warranties of Fisher Sample Clauses

Representations and Warranties of Fisher. Except as set forth in the disclosure schedule dated as of the xxxx of this Agreement and executed and delivered by Fisher to Thermo Electron concurrently with or prior to the execution xxx xxlivery by Fisher of this Agreement (the "Fisher Disclosure Schedule"), Fisher rexxxxxxts and warrants to Thermo Xxxxxron and Merger Sub as sex xxxxh in this Section 3.1. Each disclosure set forth in the Fisher Disclosure Schedule, and any other information included in the Xxxxxx Disclosure Schedule, is identified by reference to, or has been xxxxxed under a heading referring to, a specific individual subsection of this Agreement and shall be deemed to be disclosed solely for purposes of, and shall qualify and be treated as an exception to, such subsection, except to the extent that disclosure in one subsection of the Fisher Disclosure Schedule is specifically referred to in another subsection of the Fisher Disclosure Schedule by appropriate cross-reference and except tx xxx extent that the relevance of a disclosure in one subsection of the Fisher Disclosure Schedule to another subsection of the Fisher Disclosxxx Xxhedule is reasonably apparent. The parties hereby xxxxx that no reference to or disclosure of any item or other matter in the Fisher Disclosure Schedule shall be construed as an admission or indicxxxxx that (1) such item or other matter is material, (2) such item or other matter is required to be referred to or disclosed in the Fisher Disclosure Schedule or (3) any breach or violation of Applicablx Xxxx or any Contract (as defined in Section 8.3(c)) exists or has actually occurred. (a) Organization, Standing and Corporate Power; Charter Documents; Subsidiaries. (i) Organization, Standing and Corporate Power. Fisher and each of its Subsidiaries (as defined in Section 8.3(m)) xx a corporation or other legal entity duly organized, validly existing and in good standing (with respect to jurisdictions which recognize such concept) under the laws of the jurisdiction in which it is incorporated or otherwise organized and has the requisite corporate (or similar) power and authority and all necessary government approvals to own, lease and operate its properties and to carry on its business as currently conducted, except for those jurisdictions in which the failure to have such power, authority or government approvals and to be so organized, existing or in good standing would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effec...