REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. The Company and each of the Company Stockholders jointly and severally represent and warrant to the Buyer and the Transitory Subsidiary that the statements contained in this Article II are true and correct, except as set forth in the disclosure schedule provided by the Company and the Company Stockholders to the Buyer on the date hereof (the "DISCLOSURE SCHEDULE"). The Disclosure Schedule shall be arranged in paragraphs corresponding to the numbered and lettered paragraphs contained in this Article II, and the disclosures in any paragraph of the Disclosure Schedule shall qualify other paragraphs in this Article II only to the extent it is clear from a reading of the disclosure that such disclosure is applicable to such other paragraphs.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. For purposes of this Article III, references to the Company shall include, without limitation, the Company and the Company Subsidiary (as defined herein). The Company and the Company Stockholders hereby represent and warrant to Parent and Merger Sub as of the date hereof as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. The Company makes no representations or warranties to Buyer except as set forth in this ARTICLE IV. The Company Stockholders make no representations or warranties to Buyer except as set forth in this ARTICLE IV and in ARTICLE V. The Company and the Company Stockholders hereby jointly and severally represent and warrant to Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. To induce the Buyer to enter into this Agreement and consummate the transactions contemplated hereby, each of the Company and the Company Stockholders, severally, with respect to Sections 3.1, 3.2 and 3.5 and jointly and severally, in all other representations, hereby represent and warrant to the Buyer that, as of the date hereof, the statements contained in this Article III are true and correct, except as set forth in the letter provided by the Company and the Company Stockholders to the Buyer (the “Disclosure Letter”).
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. 9 3.1 Corporate Organization.......................................................10 3.2 Capitalization...............................................................10 3.3
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. For purposes of this Agreement, the phrases "knowledge of the Company," or "to the Company's knowledge", or references to the absence of "notice to the Company" or the like shall refer to the actual knowledge after due inquiry of those persons set forth on Schedule III attached hereto. Except as disclosed in the disclosure schedule attached hereto (the "Company Disclosure Schedule"), the Company and each of the Company Stockholders jointly and severally, except as otherwise noted below, represent and warrant to Parent and Merger Sub as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. Each of the Company and the Company Stockholders jointly and severally represents and warrants to the Buyer that the statements contained in this Section 3, relating to both the Company and the Company Stockholders, 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 3), except as set forth in the disclosure schedule accompanying this Agreement and initialed by the Parties (the "Disclosure Schedule"). The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. Except as set forth in a document of even date herewith and concurrently delivered herewith (the "Company Disclosure Schedule") that shall identify by section number the provision of this Agreement to which each exception relates, the Company and the Company Stockholders hereby make the following representations and warranties to Parent and Merger Subsidiary:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. Except as set forth in the disclosure schedules delivered by the Company to Purchaser Parties on the date hereof (the “Company Disclosure Schedules”), the Section numbers of which are numbered to correspond to the Section numbers of this Agreement to which they refer, each of the Company and the Company Stockholders, jointly and severally, hereby represents and warrants to the Purchaser Parties, as of the date of this Agreement, as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE COMPANY STOCKHOLDERS. For purposes of this ARTICLE IV, references to the “Company” shall include only the Company, RBA Connecticut, RBA New York and RBA Architecture, and references to “Company Stockholders” shall include, in addition to the Company Stockholders, the members of RBA Connecticut (the “Members”), the partners of RBA New York (the “Partners”) and the stockholders of RBA Architecture (the “Stockholders”). The Company makes no representations or warranties to Buyer except as set forth in this ARTICLE IV. The Company Stockholders make no representations or warranties to Buyer except as set forth in this ARTICLE IV and in ARTICLE V. The Company and the Company Stockholders hereby jointly and severally represent and warrant to Buyer as follows:
