REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. The Sellers and the Shareholders, jointly and severally, hereby represent and warrant to the Purchaser that the statements set forth in Sections 2.1 through 2.19 are true and correct.
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. Each of the Sellers and the Shareholders jointly and severally represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. 8 3.1 Organization, Standing and Qualification.................................... 8 3.2 Capitalization.............................................................. 8 3.3 All Stock and Assets Being Acquired......................................... 9 3.4
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. The Sellers and the Shareholders, jointly and severally, (i) represent and warrant that each of the following representations and warranties is true as of the Signing Date and will be true as of the Closing Date, and (ii) agree that such representations and warranties shall survive the Closing.
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. As an inducement to Radiant to enter into this Agreement and to consummate the transactions contemplated hereby, and with the knowledge that they will rely thereon, each of 3Bs, 5Rs, the Budwitz Trust, the Rice Trust and Budwitz and Rice, severally (but not jointly), make the following representations and warranties to Radiant, each of which is true and correct on the date hereof, and shall survive the Closing of the transactions provided for herein for a period of one year following the Closing Date. Representations and warranties with respect to PrysmTech and the PrysmTech Business contained in Sections 4.4 and 4.6 through 4.17 are (i) to the extent made by any of 5Rs, the Rice Trust or Rice, limited solely to the Actual Knowledge (as hereinafter defined) of Rice, and (ii) to the extent made by any of 3Bs, the Budwitz Trust or Budwitz, limited solely to the Actual Knowledge of Budwitz. As used in this Agreement, the term "
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. The Sellers and the Shareholders, jointly and severally, hereby represent, warrant, covenant and agree to and with the Purchaser as follows (the "Representations and Warranties"):
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. The Sellers and the Shareholders jointly and severally represent and warrant to the Buyer that the statements contained in this Section 3.1 are correct and complete as of the date of this Agreement and will be correct and complete as of the applicable Closing Date (as though made then and as though the applicable Closing Date were then substituted for the date of this Agreement throughout this Section 3.1; provided, however, that as of the Second Closing the representations and warranties of the First Sellers will be limited to (a) their joint and several representations and warranties of all matters with respect to Rifle set forth in Section 3.1, including without limitation, those relating to the Rifle Acquired Assets and Rifle's Business, operations and Liabilities set forth in Section 3.1 (including without limitation, those set forth in Sections 3.1(a), (b), (c) and (e)) and (b) their joint and several representations and warranties for all matters with respect to the First Sellers and the Shareholders set forth in Sections 3.1(a), (b), (c) and (e).
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. As of the date hereof and as of the Closing Date, each Seller and Xxxxxxx Xxxxxxxxxx hereby, jointly and severally, represent and warrant to Purchaser and each other Shareholder severally (based on ownership of CEV at the Closing) and not jointly, hereby represents and warrants to Purchaser, as follows:
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. Seller and the Shareholders jointly and severally represent and warrant to Buyer as of the date of this Agreement and 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 Article IV) as set forth in this Article IV.
REPRESENTATIONS AND WARRANTIES OF THE SELLERS AND THE SHAREHOLDERS. The Sellers and the Shareholders, jointly and severally, represent and warrant to the Parent and the Purchaser as follows
