REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. Seller and the Company hereby represent and warrant to Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. The Company and Seller represent and warrant to Global that:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. 5.1. The Company hereby represents and warrants to the Seller as of the date hereof and as of the Closing Date, as follows: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement. The Company hereby represents and warrants to the Seller that as of the Closing Date all necessary filings with the Securities and Exchange Commission related to this Agreement shall have been made and that such filings will comply in all material respects with the securities laws of the United States.
5.2. Seller hereby represents and warrants to the Company as of the date hereof and as of the Closing Date, as follows: (a) immediately prior to the closing of each sale pursuant to this Agreement, Seller or its applicable designees will have all rights, title and interest in and to the Shares being sold, (b) any Shares sold by Seller and its designees under this Agreement will be owned by Seller or its applicable designee free and clear of all liens and encumbrances, and upon receipt of such Shares the purchaser of such Shares will have all rights, title and interest in and to such shares, (c) it is free to enter into this Agreement; (d) in so doing, it will not violate any other agreement to which it is a party; and (e) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. The Company and Seller jointly and severally represent and warrant to Buyer as follows (with the understanding that Buyer is relying materially on each such representation and warranty in entering into and performing this Agreement):
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. Each of the Company and Seller represents, warrants and covenants to Buyer and Parent as follows and acknowledges that Buyer and Parent are relying upon such representations and warranties in connection with the Contemplated Transactions (as hereinafter defined):
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. The Company and Seller hereby, jointly and severally, represent and warrant to Buyer as of the date of this Agreement (which representations and warranties are to be repeated as a condition of Closing as of the Closing Date (as though the Closing Date were then substituted for "the date of this Agreement," "the date hereof" or similar terms throughout this Article II)), subject in both instances to the disclosures set forth in the disclosure schedules attached hereto (the "Disclosure Schedules"), as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. Knowing that Buyer is relying thereon, and as an inducement to the Buyer to consummate the transactions contemplated by this Agreement, the Company (pre-Closing) and Seller, jointly and severally, represent and warrant to Buyer and covenant with Buyer, as set forth below in this Section 3.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. Except as set forth in the Disclosure Schedule delivered by the Company to Purchaser simultaneously with the execution of this Agreement, the Seller represents and warrants to Purchaser for its reliance in the execution, delivery and performance of this Agreement that all of the statements contained in this Article III are true and correct as of the date of this Agreement (or, if made as of a specified date, as of such date).
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. Except as set forth in the corresponding section of the Disclosure Schedule to this Agreement, the Company and Seller, jointly and severally, hereby represent and warrant to Buyer as follows in this Article III as of the date hereof. Any information disclosed in one section of the Disclosure Schedule shall be deemed, for purposes of disclosure made with respect to each section of this Article III, to have been disclosed in each section of the Disclosure Schedule where the application of such disclosure is readily apparent on its face from a reading of such disclosure.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLER. To the Knowledge of Seller with respect to all representations and warranties set forth in this Article 3 other than Section 3.1, Seller represents and warrants to Purchaser as follows:
