REPRESENTATIONS AND WARRANTIES OF MERGERSUB. MergerSub represents and warrants to the Company that:
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. SECTION 4.01.
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. SECTION 4.01. Corporate Existence and Power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 SECTION 4.02. Corporate Authorization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 SECTION 4.03. Governmental Authorization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 SECTION 4.04. Non-contravention . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 SECTION 4.05.
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. MergerSub is a corporation, duly organized, validly existing and in good standing under the laws of the State of Texas. MergerSub has all requisite corporate power and authority (including all licenses, franchises, permits and other governmental authorizations as are legally required) to carry on its business as now being conducted, to own, lease and operate its properties and assets as now owned, leased or operated and to enter into and carry out its obligations under this Merger Agreement.
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. MergerSub represents and warrants to each Buyer as of the date hereof and as of the Closing Date that:
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. As a material inducement to the Company to enter into this Agreement and to consummate the transactions contemplated hereby, Parent and MergerSub jointly and severally make the following representations and warranties to the Company:
4.1 CORPORATE STATUS. MERGERSUB IS A LIMITED LIABILITY COMPANY DULY ORGANIZED, VALIDLY EXISTING AND IN GOOD STANDING UNDER THE LAWS OF THE STATE OF DELAWARE AND HAS FULL POWER AND AUTHORITY TO OWN OR LEASE AND TO OPERATE AND USE ITS PROPERTIES AND ASSETS AND TO CARRY ON ITS BUSINESS AS NOW CONDUCTED.
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. (a) Organization, Standing and Corporate Power............. 13 (b) Subsidiaries........................................... 14 (c) Capital Structure...................................... 14 (d)
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. Except as making reference to the particular subsection of this Agreement to which exception is being taken, MoneyZone and MergerSub represents and warrants to Xxxxxx Online as follows:
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. SECTION 4.01. Corporate Existence and Power...............................25 SECTION 4.02. Corporate Authorization.....................................25 SECTION 4.03. Governmental Authorization..................................26 SECTION 4.04. Non-contravention...........................................26 SECTION 4.05.
REPRESENTATIONS AND WARRANTIES OF MERGERSUB. Except as set forth on the Disclosure Schedule delivered by MergerSub to CCS prior to the execution of this Agreement (the "MergerSub Disclosure Schedule") and making reference to the particular subsection of this Agreement to which exception is being taken, HipStyle and MergerSub represents and warrants to CCS as follows:
