REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. 10 3.1. Organization and Good Standing of the Company..........................................10 3.2. Subsidiaries.......................................11 3.3. Capitalization; Title to Shares....................12 3.4. Authority, Approvals and Consents..................12 3.5. Financial Statements...............................13 3.6. Absence of Material Adverse Change; Conduct of Business..............................14 3.7. Taxes..............................................14 3.8.
REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. Except as disclosed in this Agreement, Sellers hereby represent and warrant to Buyer as follows:
REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. Sellers hereby jointly and severally represent and warrant to Buyer as follows: 3.1.
REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. Sellers represent and warrant, jointly and severally, to Buyer that the statements contained in this ARTICLE III3 are true and correct as of the date hereof except as set forth in the Disclosure Schedules. The term “
REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. Except as set forth in the Disclosure Letter (with each Schedule to the Disclosure Letter qualifying the correspondingly numbered and lettered Section of this Article III and any other Section of this Article III to the extent it is reasonably apparent that the disclosure on such Schedule is responsive to such other Section of this Article III), the Non-ESOP Sellers hereby represent and warrant to Buyer as of the Closing as set forth in this Article III, except Section 3.24. The ESOP hereby represents and warrants to Buyer as of the Closing solely as set forth in Section 3.24 (and solely with respect to the ESOP and not any other Seller). For purposes of this Article III, all references to “Company” are deemed to also be references to all predecessor and predecessor-in-interest companies.
REPRESENTATIONS AND WARRANTIES REGARDING SELLERS AND THE COMPANY. As of the Execution Date and the Closing Date (other than representations and warranties made as of a specified date, in which case, as of such specified date), Sellers hereby severally, not jointly, represent and warrant (subject to any disclosures in the Schedules to the extent permitted under Section 11.15) to Buyer as follows:
