REPRESENTATIONS AND WARRANTIES OF PATY AND MERGER SUB. 24 6.1 Incorporation. 25 6.2 Authorization. 25 6.3 Conflicts. 25 6.4 Capitalization. 26 6.5 Subsidiaries. 26 6.6 Disputes and Litigation. 27 6.7 Financial Statements. 27 6.8 Absence of Undisclosed Liabilities. 28 6.9 Absence of Certain Changes. 29 6.10 Intellectual Property. 30 6.11 Taxes. 30 6.12 Title. 31 6.13 Real Estate and Leases. 31
REPRESENTATIONS AND WARRANTIES OF PATY AND MERGER SUB. Each of PATY and Merger Sub hereby represents and warrants to CCS as follows, except as set forth in the written disclosure schedule delivered by PATY to CCS (the “PATY Disclosure Schedules”). The PATY Disclosure Schedules shall be arranged in sections and subsections corresponding to the numbered and lettered sections and subsections contained in this Article VI. The disclosures in any section or subsection of the PATY Disclosure Schedules shall qualify other sections and subsections in this Article VI to the extent it is reasonably clear from a reading of the disclosure that such disclosure is applicable to such other sections and subsections. The inclusion of any information in the PATY Disclosure Schedules (or any update thereto) shall not be deemed to be an admission or acknowledgment, in and of itself, that such information is required by the terms hereof to be disclosed, is material, has resulted in or would result in a Material Adverse Effect, or is outside the ordinary course of business. For purposes of this Agreement, the phrase “to the knowledge of PATY” or any phrase of similar import shall mean and be limited to information known or which reasonably should be known by Xxxxx Xxxxxxxxxxxx, Xxxxxxxxx St. Xxxxx or Xxxx Xxxxxx by virtue of their respective positions within PATY.
