REPRESENTATIONS AND WARRANTIES OF THI. THI hereby represents and warrants to DE as follows, each of which representation and warranty shall be true as of the Closing Date:
REPRESENTATIONS AND WARRANTIES OF THI. Except as set forth on the disclosure schedule delivered to TBA on the date hereof (the "Disclosure Schedule"), THI represents and warrants to TBA as follows. The term "knowledge," when used in this Agreement, shall mean actual knowledge after reasonable investigation.
REPRESENTATIONS AND WARRANTIES OF THI. Except as set forth on the disclosure schedule delivered to TOC on the date hereof (the "Disclosure Schedule"), THI represents and warrants to TOC as follows. The term "knowledge," when used in this Agreement, shall mean actual knowledge after reasonable investigation.
REPRESENTATIONS AND WARRANTIES OF THI. THI represents and warrants to Shareholders as follows:
REPRESENTATIONS AND WARRANTIES OF THI. THI hereby represents and warrants to TVMAX:
(a) Organization, Power Etc. THI is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it was organized and is duly qualified to do business in the jurisdictions in which it conducts business where failure to do so would have a material adverse effect on its financial condition. THI has all requisite power and authority to own, operate, and lease its properties and to carry on its business (including the THI Business) as now being conducted and to execute and deliver this Agreement and to perform its obligations hereunder.
REPRESENTATIONS AND WARRANTIES OF THI. 19 6.1 Organization................................................. 19 6.2
REPRESENTATIONS AND WARRANTIES OF THI. 3PAGE Except as set forth on the disclosure schedule delivered to TMQ on the date hereof (the "Disclosure Schedule"), THI represents and warrants to TMQ as follows. The term "knowledge," when used in this Agreement, shall mean actual knowledge after reasonable investigation.
REPRESENTATIONS AND WARRANTIES OF THI. THI hereby represents and ------------------------------------- warrants to Transferors as follows:
(a) THI is a validly existing Delaware corporation with full power and authority to enter into this Agreement and to be bound by the terms and conditions herein contained. The execution and performance of this Agreement and the consummation of the transaction contemplated hereby does not breach or conflict with any term, covenant or condition of any commitment, contract, or other agreement to which THI is a party.
(b) As soon after Closing as is practicable, THI shall be duly qualified as a foreign corporation in each jurisdiction where the same shall be required for THI to carry out its obligations under this Agreement.
REPRESENTATIONS AND WARRANTIES OF THI. THI gives, except as set forth in Seller's Disclosure Letter (any items disclosed in the Seller's Disclosure Letter being considered an exception to the other representations and warranties not referenced therein if a reasonable business person who was not familiar with the AIC Business would reasonably except such item to apply to such other representations and warranties), the following foregoing representations and warranties, for itself: 5.1, 5.2, 5.23 and 5.24.
REPRESENTATIONS AND WARRANTIES OF THI. THI represents and warrants to ONIX that, as of the Closing Date: