Representations, Warranties of the Company. The Company represents and warrants to, and agrees with Rxxxxxx Jxxxx as of each Applicable Time (as defined in Section 23(a)), as follows:
Representations, Warranties of the Company. In addition to those terms defined above and elsewhere in this Agreement, the following terms shall have the meanings set forth below: “Affiliate”, as applied to any Person, means any other Person directly or indirectly controlling, controlled by, or under common control with, that Person. For the purposes of this definition, “control” (including, with correlative meanings, the terms “controlling”, “controlled by” and “under common control with”), as applied to any Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of that Person, whether through the ownership of voting securities or by contract or otherwise.
Representations, Warranties of the Company. The Company hereby represents and warrants to each Purchaser as of the Closing as follows:
Representations, Warranties of the Company. Except as otherwise described in the SEC Documents (as defined below) or in the Schedule of Exceptions delivered to the Investors concurrently with this agreement (the “Schedule of Exceptions”), which disclosures qualify these representations and warranties in their entirety, the Company hereby represents and warrants to the Investors as follows:
Representations, Warranties of the Company. Each of the representations and warranties of the Company contained in ARTICLE II or any Closing Document shall be true and correct in all material respects (except for such representations and warranties that are qualified by their terms as to materiality, which representations and warranties as so qualified shall be true in all respects) as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing (except for such representations and warranties that are made as of a date specified therein, which representations and warranties shall be true and correct in all material respects as of such date), and the Company shall have delivered to the Buyer a certificate of the Company's President and Chief Financial Officer dated as of the Closing Date to the effect that the statements set forth in this SECTION 8.2(a)(iii) above are true and correct;
Representations, Warranties of the Company. The Company hereby represents and warrants to Holdings that:
Representations, Warranties of the Company. 3. The Company represents and warrants to the Security Holders as of the date hereof and as of the Required Conversion Closing Date (as though made on and as of such date):
Representations, Warranties of the Company. The Company hereby represents and warrants to NEWCO as follows:
Representations, Warranties of the Company. The Company represents, warrants and covenants to each Initial Purchaser as follows:
Representations, Warranties of the Company. The Company hereby represents and warrants to the Purchasers that, except as set forth on a Schedule of Exceptions attached hereto as Exhibit C (the "Schedule of Exceptions") specifically identifying the relevant subsection hereof, which exceptions shall be deemed to be representations and warranties as if made hereunder:
