Representations and Warranties of the Company and Holdings. The Company and Holdings severally, and not jointly, each represent and warrant to the Selling Stockholders, as of the date hereof and as of the Closing Date, as follows:
Representations and Warranties of the Company and Holdings. Each of the Company and Holdings hereby represents and warrants as to itself and the Coram Parties that the execution, delivery and performance of this Agreement, the Amended and Restated Series A Senior Subordinated Note and the Amended and Restated Series B Senior Subordinated Convertible Note (collectively, the "Amendment Agreements") have each duly authorized by all necessary corporate action on the part of such Coram Party and the Amendment Agreements and the Securities Exchange Agreement amended hereby each constitute a legal, valid and binding obligation of such Coram Party, enforceable against it in accordance with their terms.
Representations and Warranties of the Company and Holdings. Each of the Company and Holdings hereby represents and warrants as to itself and the Coram Parties that (a) the execution, delivery and performance of this Amendment have been duly authorized by all necessary corporate action on the part of such Coram Party and this Amendment and the Securities Exchange Agreement amended hereby each constitutes a legal, valid and binding obligation of such Coram Party, enforceable against it in accordance with its terms, (b) no event has occurred and is continuing on the date hereof that constitutes a Default or Event of Default or would constitute a Default or Event of Default after giving effect to this Amendment, and (c) the representations and warranties of Holdings and the Company contained in Section 4 of the Securities Exchange Agreement are true and correct both before and after giving effect to this Amendment, except to the extent such representations and warranties are stated to be true only as of a particular date, in which case such representations and warranties were correct on and as of such date.
Representations and Warranties of the Company and Holdings. (a) The Company hereby represents and warrants to Holdings and each Voting Shareholder that:
Representations and Warranties of the Company and Holdings. Section 3.1 Status 6 Section 3.2 Authorization and Authority 6 Section 3.3 Non-Contravention 6
Representations and Warranties of the Company and Holdings. Section 3.1 Status 6 Section 3.2 Authorization and Authority 6 Section 3.3 Non-Contravention 7 Section 3.4 Litigation 7 Section 3.5 Finders’ Fees 7 Section 3.6 No Additional Representations 7
Representations and Warranties of the Company and Holdings. The Company and Holdings each represent to each Purchaser as of the date hereof that:
Representations and Warranties of the Company and Holdings. Each of the Company and Holdings hereby represent and warrant to the Securityholders, that as of the date of this Agreement:
Representations and Warranties of the Company and Holdings. The Company and Holdings, jointly and severally, represent and warrant to and agree with each of the Underwriters that:
Representations and Warranties of the Company and Holdings. The Company and Holdings jointly and severally represent and warrant to, and agree with, the several Purchasers that