Representations and Warranties of IMS. To induce the VNU Parties to enter into this Agreement, IMS represents and warrants, as of the date first written above, that the following statements are true and correct:
(a) Organization; Requisite Power and Authority. IMS (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization as identified in the preamble hereto, and (b) has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into this Agreement to which it is a party and to fulfill the obligations contemplated hereby.
Representations and Warranties of IMS. 8 Section 3.1 Organization and Existence............................. 8 Section 3.2 Power and Authority; Binding Agreement................. 9 Section 3.3 Noncontravention....................................... 9 Section 3.4
Representations and Warranties of IMS. IMS represents and warrants to the Company as follows:
Representations and Warranties of IMS. IMS hereby covenants, represent and warrants to the Sellers as follows:
Representations and Warranties of IMS. IMS represents and warrants to the Company and PGIO as follows, as of the date of this Agreement and as of the Closing:
Representations and Warranties of IMS. As an inducement to, and to obtain the reliance of ETIH20, IMS represents and warrants as follows:
Representations and Warranties of IMS. Except as set forth on the Disclosure Schedule delivered by IMS to ECZ (the "IMS Disclosure Schedule"), IMS hereby represents and warrants to ECZ as follows:
Representations and Warranties of IMS. IMS represents and warrants to UAV as of the date hereof and as of the date of Closing, as follows:
Representations and Warranties of IMS. To induce the VNU Parties to enter into this Agreement, IMS represents and warrants, as of the date first written above, that the following statements are true and correct:
Representations and Warranties of IMS. IMS hereby represents and ------------------------------------- warrants to each of JV and Allscripts as follows:
(a) IMS has the full power and authority to execute, deliver and perform this Agreement.
(b) This Agreement has been duly and validly authorized, executed and delivered by IMS and constitutes a valid and binding obligation of IMS enforceable against it in accordance with its terms.
