REPRESENTATIONS AND WARRANTIES OF SOURCE. Source hereby represents and warrants to NDC as follows:
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source represents and warrants to Notar that:
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source represents and warrants to LLC that:
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source represents and warrants to and in favour of Cableshare as follows.
REPRESENTATIONS AND WARRANTIES OF SOURCE. Except as set forth in the schedules delivered to the Company prior to or simultaneously with the execution hereof (collectively, the "SOURCE DISCLOSURE SCHEDULE"), Source represents and warrants to the Company that the statements contained in this Article IV are true and correct as of the date hereof and as of the Closing Date. The sections of the Source Disclosure Schedule setting forth exceptions to the representations and warranties contained in this Article IV are numbered and lettered to correspond to the applicable sections and subsections of this Article IV, and shall only qualify the corresponding sections or subsections of this Article IV and any other subsections of this Article IV to the extent the relevance of such disclosure to the other subsection or section is reasonably apparent on its face.
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source represents and warrants to Xxxxx as follows:
REPRESENTATIONS AND WARRANTIES OF SOURCE. INTEGRITAS has relied upon the following specific representations of SOURCE in entering into this Agreement:
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source hereby represents and warrants to Focus, subject to such exceptions as are specifically disclosed by Source to Focus in the disclosure letter of even date herewith relating to this Agreement and delivered by Source to Focus herewith (the "SOURCE DISCLOSURE LETTER"), as follows:
(a) DUE INCORPORATION, GOOD STANDING AND QUALIFICATION. Source is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation with all requisite power and authority to own, operate and lease its properties and to carry on its business as now being conducted. Source is duly qualified or licensed and in good standing to do business in each jurisdiction in which the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification or licensing necessary, except in such jurisdictions where the failure to be so qualified or licensed and in good standing would not, in the aggregate, have a Material Adverse Effect. As used in this Agreement, "MATERIAL ADVERSE EFFECT" means, with respect to Source or Focus, a material adverse effect on the business, operations, or condition, financial or otherwise, of Source or Focus, as the case may be, and their respective subsidiaries, taken as a whole. Section 3.1(a) of the Source Disclosure Letter sets forth, as of the date of this Agreement, each jurisdiction in which Source is qualified to do business. Source has heretofore delivered or will promptly deliver to Focus accurate and complete copies of the charter and by-laws, as currently in effect, of Source.
REPRESENTATIONS AND WARRANTIES OF SOURCE. Source represents and warrants to Carpenter as follows:
REPRESENTATIONS AND WARRANTIES OF SOURCE. 9 ARTICLE V Representations and Warranties of Insight.................. 14 ARTICLE VI Covenants.................................................. 15 ARTICLE VII Conditions Precedent to the Closing Obligation of Insight.. 20 ARTICLE VIII Conditions Precedent to the Closing Obligation of Source... 22
