REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Each of Purchaser and Parent hereby represents and warrants to Seller as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Parent and Purchaser, jointly and severally, represent and warrant to Shareholders and the Company as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Purchaser and Parent, jointly and severally, warrant and represent to Seller as of the date hereof and as of the Closing Date, as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Purchaser and Parent hereby represent and warrant to Stockholder as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. 3.1 Authority Relative to This Agreement. Purchaser and Parent have all necessary power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of Purchaser and Parent. This Agreement has been duly and validly executed and delivered by Purchaser and Parent as Guarantor, assuming the due authorization, execution and delivery by Shareholder, constitutes a legal, valid and binding obligation of Purchaser and Parent, enforceable against Purchaser and Parent in accordance with its terms.
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. As a material inducement to the Sellers to enter into this Agreement and to sell the Transferred Assets, Purchaser and the Parent hereby jointly and severally represents and warrants to the Sellers as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Purchaser and Parent hereby represent and warrant to Stockholder as of the date of the Original Option Agreement and as of the date of this Agreement as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. As of the date of this Agreement, Purchaser and Parent represent and warrant to, and agree with, Sellers and the Company as follows:
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Each of Purchaser and Parent hereby represents and warrants to Seller and the Majority Member as follows:
2.3.1 Organization, Authorization and Effect of Agreement. (a) Each of Parent and Purchaser is a limited liability company duly organized, validly existing and in good standing under the Laws of the jurisdiction of its formation and is duly qualified or licensed to do business and is in good standing as a foreign limited liability company in each jurisdiction in which the character of the properties owned or leased by it or the nature of its business makes such qualification necessary, except for such of the foregoing in which the failure to be so qualified or in good standing would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the consummation of the transactions contemplated by this Agreement or Parent's or Purchaser's performance of their respective obligations under this Agreement or any Transaction Document to which it is or will be a party (a "PARENT MATERIAL ADVERSE EFFECT").
REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. Purchaser represents and warrants to and in favour of Vitran as follows:
