REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Buyer and Sub represent and warrant to Seller that the statements contained in this Article IV are true and correct, except as set forth herein or in the disclosure schedule delivered by Buyer to Seller on or before the date of this Agreement (the "Buyer Disclosure Schedule"). The Buyer Disclosure Schedule shall be arranged in paragraphs corresponding to the numbered and lettered paragraphs contained in this Article IV and the disclosure in any paragraph shall qualify other paragraphs in this Article IV only to the extent that it is reasonably apparent from a reading of such document that it also qualifies or applies to such other paragraphs.
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Buyer and Sub represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Section 2.1 Organization, Standing and Power.
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Except as set forth in the disclosure schedule delivered by Buyer to Target on or before the date of this Agreement and attached hereto (the "Buyer Disclosure Schedule"), or in the Buyer SEC Reports (as defined herein), Buyer and Sub represent and warrant to Target as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. 24 Section 4.01 Organization of Buyer and Sub..........................24 Section 4.02 Capital Structure......................................25 Section 4.03 Authority; No Conflict; Required Filings and Consents..25 Section 4.04 SEC Filings; Financial Statements......................26 Section 4.05 Registration Statement; Proxy Statement/Prospectus.....27 Section 4.06
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. 20 Section 4.1 Organization......................................................... 20 Section 4.2 Buyer Capital Structure.............................................. 21 Section 4.3 Authority; No Conflict; Required Filings and Consents................ 21 Section 4.4 SEC Filings; Financial Statements.................................... 23 Section 4.5 Absence of Undisclosed Liabilities................................... 23 Section 4.6 Absence of Certain Changes or Events................................. 24 Section 4.7 Interim Operations of Sub............................................ 24 Section 4.8 Litigation........................................................... 24
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. 17 Section 4.01 Organization of Buyer and Sub . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Except as set forth in the Public Reports (as defined herein) and in the disclosure schedule accompanying this Agreement and (the "DISCLOSURE SCHEDULE") for BUYER and SUB, which shall be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Article 4, provided that disclosure in any lettered or numbered paragraph shall qualify other paragraphs to the extent that it is reasonably apparent from a reading of such disclosure that it also qualifies or applies to such other paragraphs, BUYER represents and warrants to COMPANY that:
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. Buyer and Sub each hereby, jointly and severally, represents and warrant to the Company, except as set forth in a disclosure letter (the “Buyer Disclosure Letter“) delivered to the Company on the date of this Agreement (which disclosure letter shall be arranged in sections corresponding to the numbered and lettered sections of this Article IV, and any information disclosed in any such section of the disclosure letter shall be deemed to be disclosed only for purposes of the corresponding section of this Article IV, unless it is readily apparent on the face thereof that the disclosure contained in such section of the disclosure letter contains enough information regarding the subject matter of other representations and warranties contained in this Article IV as to clearly qualify or otherwise clearly apply to such other representations and warranties), as follows:
REPRESENTATIONS AND WARRANTIES OF BUYER AND SUB. .. 10 Section 4.1 Organization of Buyer and Sub............................... 10 Section 4.2 Capitalization.............................................. 10 Section 4.3 Authority; No Conflict; Required Filings and Consents....... 10 Section 4.4 Public Filings; Financial Statements........................ 10 Section 4.5 No Undisclosed Liabilities.................................. 10 Section 4.6 Absence of Certain Changes or Events........................ 10 Section 4.7 Intellectual Property....................................... 10 ARTICLE V.
