REPRESENTATIONS AND WARRANTIES OF PIEDMONT. Except as disclosed in the disclosure schedule (the “Piedmont Disclosure Schedule”) delivered by Piedmont to Yadkin before the execution of this Agreement, Piedmont, hereby represents and warrants to Yadkin as follows:
REPRESENTATIONS AND WARRANTIES OF PIEDMONT. Piedmont hereby represents and warrants to the Purchaser that:
REPRESENTATIONS AND WARRANTIES OF PIEDMONT. Subject to Sections 6.01 and 6.02 and except as Previously Disclosed, Piedmont hereby represents and warrants to United:
REPRESENTATIONS AND WARRANTIES OF PIEDMONT. Except as disclosed in the disclosure schedule (the “Piedmont Disclosure Schedule”) delivered by Piedmont to Private prior to the execution of this Agreement (which schedule sets forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision hereof or as an exception to one or more representations or warranties contained in this Article III, or to one or more of Piedmont’s covenants contained herein, provided, however, the mere inclusion of an item in such schedule as an exception to a representation or warranty shall not be deemed an admission that such item represents a material exception or material fact, event or circumstance or that such item has had or would be reasonably likely to have a Material Adverse Effect (as defined in Section 3.1) on Piedmont), Piedmont represents and warrants to Private that the statements contained in this Article III are correct and complete as of the date of this Agreement and will be correct and complete as of the Effective Date (as though made then and as though the Effective Date were substituted for the date of this Agreement throughout this Article III), subject to the standard set forth below in this paragraph, and except as to any representation or warranty which specifically relates to a specified date, which only need be so correct as of such specified date. No representation or warranty of Piedmont contained in this Article III shall be deemed not complete, untrue or incorrect, and Piedmont shall not be deemed to have breached a representation or warranty, as a consequence of the existence of any fact, event or circumstance unless such fact, circumstance or event, individually or taken together with all other facts, events or circumstances has had, or is reasonably likely to have, a Material Adverse Effect with respect to Piedmont, disregarding for these purposes (x) any qualification or exception for, or reference to, materiality in any such representation or warranty and (y) any use of the terms “material”, “materially”, “in all material respects”, “Material Adverse Effect” or similar terms or phrases in any such representation or warranty. The foregoing standard shall not apply (a) as of the date of this Agreement to representations and warranties contained in Sections 3.1(a) (except as to the licensing and qualification in other jurisdictions), 3.1(b), 3.1(c) (except as to the licensing and qualification i...
REPRESENTATIONS AND WARRANTIES OF PIEDMONT. Piedmont hereby represents, warrants and covenants to the Company and each other Member that the statements set forth in Sections 3.02(a)(i) through (iv) of the Agreement as they relate to the execution of this Amendment and ratification of the Agreement, as of the Amendment Effective Date, are true and correct as to Piedmont and shall be true and correct at all times that Piedmont is a Member.
