REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents and warrants to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents and warrants to MacroGenics that as of the Effective Date:
REPRESENTATIONS AND WARRANTIES OF PFIZER. Subject to the terms of this Agreement and except as set forth in the corresponding sections or subsections of the disclosure schedules attached hereto, Pfizer represents and warrants to NewCo as of the date of this Agreement as follows:
REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents and warrants to SuperGen and its Affiliate(s) as of the Closing Date as follows:
REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents and warrants to Cellectis that it has and will have the full right, power and authority to grant all of the right, title and interest in the licenses and other rights granted or to be granted to Cellectis or Cellectis’s Affiliates under this Agreement.
REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents and warrants to ABS as follows:
REPRESENTATIONS AND WARRANTIES OF PFIZER. 10 3.2 Representations and Warranties of Xxxxxx-Xxxxxxx .................. 19 3.3 Representations and Warranties of Pfizer and Merger Sub ........... 27
REPRESENTATIONS AND WARRANTIES OF PFIZER. Except as set forth in the Pfizer disclosure schedule delivered by Pfizer to Xxxxxx- Xxxxxxx prior to the execution of this Agreement (the "Pfizer Disclosure Schedule") (each section of which qualifies the correspondingly numbered representation and warranty or covenant), Pfizer represents and warrants to Xxxxxx-Xxxxxxx as follows:
REPRESENTATIONS AND WARRANTIES OF PFIZER. Pfizer hereby represents, warrants as of the date hereof to Organon that:
REPRESENTATIONS AND WARRANTIES OF PFIZER. 51 Section 5.1. Organzation. . . . . . . . . . . . . . . . . . 51 Section 5.2. Authority; Binding Effect. . . . . . . . . . . 51 Section 5.3. Conveyed Subsidiaries; Capital Structure. . . . . . . . . . . . . . . . . . . 52 Section 5.4. Non-Contravention. . . . . . . . . . . . . . . 54 Section 5.5. Seller Corporation Consents and Approvals. . . . . . . . . . . . . . . . . . . 56 Section 5.6. Financial Information; Books and Records. . . . . . . . . . . . . . . . . . . . 56 Section 5.7 Absence of Material Changes. . . . . . . . . . 57 Section 5.8. No Litigation. . . . . . . . . . . . . . . . . 58 Section 5.9.
