Representations and Warranties of Reliant. Reliant hereby represents and warrants to Novartis as of New Effective Date as follows:
Representations and Warranties of Reliant. Reliant hereby represents and warrants to Novartis as of the date hereof as follows:
Representations and Warranties of Reliant. Except as set forth on the disclosure schedules delivered by Reliant to Purchaser in connection with this Agreement (the “Reliant Disclosure Schedule”) (it being expressly agreed that the disclosures in any section or subsection of the Reliant Disclosure Schedule shall qualify other sections and subsections in this Article V to the extent it is clear from a reading of the disclosure that such disclosure is applicable to such other sections and subsections), Reliant hereby represents and warrants to Purchaser as follows:
Representations and Warranties of Reliant. Except as set forth on the disclosure schedules delivered by Reliant to Oscient in connection with the execution of this Agreement (the “Reliant Disclosure Schedule”) (it being expressly agreed that disclosure of any item under any section or subsection in the Reliant Disclosure Schedule, or in attachments thereto or documents referred to therein, in a manner which is readily apparent that it refers to other sections or subsections of the Reliant Disclosure Schedule, shall be deemed disclosure for such other sections or subsections under this Article V), Reliant represents and warrants to Oscient as follows (it being agreed, solely for the purposes of this Article V, that “Reliant” shall include Reliant’s subsidiaries, as applicable):
Representations and Warranties of Reliant. The representations and warranties of Reliant contained in Section 5.2(c) (Capitalization), Section 5.2(k) (Absence of Certain Changes or Events), and Section 5.2(t) (Broker Fees) shall be true and correct in all respects (other than, in the case of Section 5.2(c) (Capitalization) only, inaccuracies which, individually and in the aggregate, are de minimis in both amount and impact) as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date). The representations and warranties of Reliant contained in Section 5.2(a) (Organization and Qualification), Section 5.2(d) (Authority), and Section 5.2(e)(i) (No Violations) shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date). All other representations and warranties of Reliant contained in this Agreement shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date), except where the failure of such representations and warranties to be so true and correct has not had or resulted in, and would not reasonably be expected to have or result in, individually or in the aggregate, a Reliant Material Adverse Effect; provided that, for purposes of this sentence only, those representations and warranties containing or subject to a materiality or Reliant Material Adverse Effect qualifier shall be read without, and shall be deemed not to include or be subject to, any such qualifier.
Representations and Warranties of Reliant. Except as set forth in the disclosure schedule delivered by Reliant to Thermage dated as of the date hereof (the “Reliant Disclosure Schedule”), which expressly identifies the Section (or, if applicable, subsection) to which such exception relates (it being understood and hereby agreed that any disclosure in the Reliant Disclosure Schedule relating to one Section or subsection shall also apply to any other Sections and subsections if and to the extent that it is reasonably apparent on the face of such disclosure (without reference to the underlying documents referenced therein) that such disclosure also relates to such other Sections or subsections), Reliant hereby represents and warrants to Thermage, Merger Sub I (when formed) and Merger Sub II as of the date hereof and as of the Closing Date as follows:
Representations and Warranties of Reliant. Except as set forth in the disclosure schedule of Reliant accompanying this Agreement (the "Reliant Disclosure Schedule"), the section numbers of which are numbered to correspond to the section numbers of this Agreement to which they refer, Reliant represents and warrants to Alkermes, Parent, Xxxxx Acquisition Sub and Revere Acquisition Sub that the statements contained in this Article III are, when read in conjunction with the Reliant Disclosure Schedule, true, correct and complete as of the date of this Agreement and will be true, correct and complete in all material respects on the Closing Date as though made at and as of the Closing Date (with such exceptions as may be permitted under or contemplated by this Agreement, and except for representations and warranties that relate to a specific date, which shall speak only as of such date); provided, however, the reference to "complete" in the foregoing sentence shall not in any way expand the representation made by Reliant in Section 3.25. For the purposes of this Article III, the phrase "to the knowledge of Reliant" or similar expressions mean the actual knowledge of Xxxxxx Xxxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxx Xxxxxxxx, A. Xxxxxx Xxxxxxxx, Xxxx Xxxxxxxx, Xxxxxx Xxxxxxx and Xxxxx Xxxxxxxxx, in each case after reasonable inquiry regarding the matters in question.
