REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Except as specifically set forth in the disclosure letter provided by Shareholder and the Company to DoveBid simultaneously with the signing of this Agreement, dated as of the date of this Agreement (the "Company Disclosure Letter"), the parts of which are numbered to correspond to the sections of this Agreement, Shareholder and the Company hereby jointly and severally make the representations and warranties to DoveBid as set forth below. The term "
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Shareholder and the Company hereby jointly and severally represent and warrant to the Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Shareholder and the Company hereby jointly and severally represent and warrant to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. The Shareholder and the Company, jointly and severally, represent and warrant to the Parent and the Merger Sub that the statements contained in this Section 4.2 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 4.2), except as set forth in the disclosure schedule delivered by the Shareholder and the Company to the Parent and the Merger Sub on the date hereof and initialed by the parties hereto (the "Company Disclosure Schedule"). Nothing in the Company Disclosure Schedule shall be deemed adequate to disclose an exception to a representation or warranty made herein, however, unless the Company Disclosure Schedule identifies the exception with reasonable particularity and describes the relevant facts in reasonable detail. Without limiting the generality of the foregoing, the mere listing (or inclusion of a copy) of a document or other item shall not be deemed adequate to disclose an exception to a representation or warranty made herein (unless the representation or warranty has to do with the mere existence of the document or other item itself). The Company Disclosure Schedule will be arranged in sections and paragraphs corresponding to the lettered and numbered sections and paragraphs contained in this Section 4.2.
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. All representations and warranties of the Company are made subject to the exceptions which are noted in the Disclosure Schedule. Subject to the foregoing, the Company hereby represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Shareholder and the Company represent and warrant to Crusader and CRM as follows as of the date hereof and also as of the Closing Date:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Except as Previously Disclosed in a paragraph of its Disclosure Schedule corresponding to the relevant paragraph below, Shareholder and the Company hereby represent and warrant to Acquiror and MergerCo as follows:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. As an inducement to Buyer to enter into this Agreement and consummate the transactions contemplated hereby, Shareholder and the Company, jointly and severally, represent and warrant to Buyer, as of the date of execution of this Agreement and again as of the Closing, as follows:
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. 6 3.1 Validity...........................................................................6 3.2 The Company........................................................................7 3.3 The Assets.........................................................................7 3.4
REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND THE COMPANY. Shareholder and the Company jointly and severally make the following representations and warranties and acknowledge that NEI has relied thereon in entering into this Agreement. Each such representation and warranty is true and correct on the date hereof and shall be true and correct on the Delivery Date and the Closing Date, shall not be effected by any investigation conducted by NEI, and shall survive for a period of eighteen months following the Closing Date.
