Representations and Warranties of the Seller and the Shareholder. The Seller and the Shareholder jointly and severally represent and warrant to the Purchaser as of the date of this Agreement and the Closing Date as follows:
Representations and Warranties of the Seller and the Shareholder. Seller and the Shareholder represent and warrant to the Buyer:
Representations and Warranties of the Seller and the Shareholder. Each of the Seller and the Shareholder jointly and severally represents and warrants to Buyer as follows:
Representations and Warranties of the Seller and the Shareholder. The Seller and the Shareholder jointly and severally represent and warrant to MedSource and the Buyer as follows:
Representations and Warranties of the Seller and the Shareholder. The Seller and shareholder hereby represent and warrant to the Purchaser that the following are true and correct as of the Closing Date, except as set forth in the disclosure letter, consisting of Schedules numbered to correspond to sections of this Agreement, provided by the Seller to the Purchaser on the date hereof and hereby made a part of this Agreement:
Representations and Warranties of the Seller and the Shareholder. In order to induce the Parent and the Buyer to enter into this Agreement and to consummate the transactions contemplated hereby, the Seller and the Shareholder, jointly and severally, hereby represent and warrant to the Parent and the Buyer, as of the date hereof and as of the Closing Date, as follows:
Representations and Warranties of the Seller and the Shareholder. The Seller and the Shareholder, jointly and severally, hereby represent and warrant to the Buyer, Xxxxxx Wellness, and Buyer Parent that the statements contained in this ARTICLE III are correct and complete as of the Closing Date:
Representations and Warranties of the Seller and the Shareholder. As an inducement to Buyer to enter into this Agreement, the Seller and Shareholder jointly and severally, hereby represent and warrant to Buyer that:
Representations and Warranties of the Seller and the Shareholder. The Seller and the Shareholder jointly and severally represent and warrant to the Buyer that the statements contained in this Section 3 are correct as of the date of this Agreement and as of the Closing Date, 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 Seller and the Shareholder. Except as set forth in the Disclosure Schedule attached hereto, Seller and Shareholder, jointly and severally, represent and warrant to Purchaser that the following statements are true and correct as of the date hereof and shall remain true and correct as of the Closing as if made again at and as of that time:
7.1 ORGANIZATION, GOOD STANDING, QUALIFICATION AND POWER OF SELLER. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of North Carolina and has the corporate power and authority to own, lease and operate the Purchased Assets and to conduct the Business currently being conducted by it. The Seller is duly qualified and validly existing in North Carolina and in good standing in each of the other jurisdictions in which it is required by the nature of its business or the ownership of its properties to so qualify. Seller has no subsidiaries. The Disclosure Schedule correctly lists, with respect to the Seller, each jurisdiction in which it is qualified to do business as a foreign corporation.
