REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Seller hereby represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Each Seller jointly and severally represents and warrants to the Buyer:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Section 4.1 Organization of the Companies 18 Section 4.2 No Conflict 18 Section 4.3 Subsidiaries; Investments 19 Section 4.4 Financial Statements; Records; Undisclosed Liabilities; Working Capital 20 Section 4.5 Absence of Certain Changes 21 Section 4.6 Contracts 21 Section 4.7 Intellectual Property 23 Section 4.8 Litigation 23 Section 4.9 Taxes 23 Section 4.10 Environmental Matters 24 Section 4.11 Legal Compliance 24 Section 4.12 Permits 24 Section 4.13 Insurance 24 Section 4.14 Labor Relations 25 Section 4.15 Title to Properties and Related Matters 25 Section 4.16 Investment Representations 26 Page
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Except as disclosed in the Disclosure Schedules, Sellers hereby severally represent and warrant to Buyer as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. The Shareholder and the Companies, jointly and severally, represent and warrant to Buyer that, as of the date hereof and at the Closing Date:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Except as disclosed in the Schedules (with any disclosure in a Schedule delivered by Seller being deemed and understood to be a disclosure in each other Schedule delivered by Seller to which the applicability of the disclosure is apparent on its face, notwithstanding reference to a specific section or paragraph), Seller hereby represents and warrants to Buyer as of the date hereof as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Section 4.1 Organization of the Companies 13 Section 4.2 No Conflict 14 Section 4.3 Subsidiaries 14 Section 4.4 Financial Statements 14 Section 4.5 Absence of Certain Changes 15 Section 4.6 Contracts. 15 Section 4.7 Intellectual Property 16 Section 4.8 Litigation 17 Section 4.9 Employee Benefit Plans 17 Section 4.10 Taxes 17 Section 4.11 Environmental Matters 18 Section 4.12 Legal Compliance 18 Section 4.13 Permits 18 Section 4.14 Insurance 18 Section 4.15 Employees; Labor Relations 18 Section 4.16 Assets 19 Section 4.17 GS Pipeline 19 Section 4.18 Regulatory Matters 19
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Seller hereby represents and warrants to Purchaser that, as of the date hereof:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Except as set forth in the Schedules (subject to Section 10.15), Parent hereby represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANIES. Contemporaneously with the execution and delivery of this Agreement by the Companies and the Sellers, the Companies and the Sellers shall deliver to the Purchaser a disclosure schedule with numbered schedules corresponding to the relevant sections in this Agreement (the “Disclosure Schedule”). Matters set forth in the Disclosure Schedule are not necessarily limited to matters required by the Agreement to be reflected in the Disclosure Schedule. Nothing in this Agreement or in the Disclosure Schedule constitutes an admission that any information disclosed, set forth or incorporated by reference in the Disclosure Schedule or in this Agreement is material, constitutes a CBC Material Adverse Effect or is otherwise required by the terms of this Agreement to be so disclosed, set forth or incorporated by reference. Any disclosure set forth in any particular section of the Disclosure Schedule will be deemed disclosed for any other Section of the Disclosure Schedule to the extent that its relevance or applicability to such other Section of the Disclosure Schedule is reasonably apparent. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Disclosure Schedule is not intended to imply that such amounts are within or outside the Ordinary Course of Business for purposes of this Agreement. For purposes of the following representations and warranties (other than those in Sections 3.01, 3.02, 3.03, 3.04 and 3.05), the term “the Company” shall include any Subsidiaries of the Company, unless otherwise noted herein. Subject to the exceptions and qualifications set forth in the Disclosure Schedule, the Companies and the Sellers jointly and severally hereby represent and warrant to the Purchaser as follows:
