Representations and Warranties of EXL. To the knowledge of the Company, the representations and warranties of ExL in the ExL Purchase Agreement are true and correct as of the date hereof, except to the extent such representations and warranties are made as of another date, in which case such representations and warranties shall be true and correct as of that date, with the same force and effect as if made as of the date hereof, except as would not be expected to have, individually or in the aggregate, a Material Adverse Effect assuming the Company has already acquired the Exl Properties as contemplated by the ExL Purchase Agreement. Other than customary title and environmental defect adjustments, nothing has come to the attention of the management of the Company that would cause it to believe that the acquisition of the ExL Properties will not be consummated substantially in accordance with the terms of the ExL Purchase Agreement or the description of the acquisition of the ExL Properties included in or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, subject to standard and customary closing and post-closing adjustments.
Representations and Warranties of EXL. EXL represents and warrants to HBS Bio and HBS as follows:
Representations and Warranties of EXL. Section 3.1 of the Agreement is hereby amended and restated to read as follows: “EXL is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite power and authority to own and lease the properties and assets it owns and leases in connection with its business and to carry on its business as currently conducted. EXL is duly licensed to do business in the State of Delaware and all other jurisdictions in which the character of the Subject Property or the nature of its business requires it to be so licensed or qualified except where a failure to have such license or qualification would not have a material adverse effect upon the operation of the Subject Property or the business as presently conducted by EXL.”
Representations and Warranties of EXL. 7 3.1 Organization of Exl............................................................................7
Representations and Warranties of EXL. Exl hereby represents and warrants to Conseco and Acquisition as follows:
Representations and Warranties of EXL. EXL hereby represents and warrants to HBS and HBS Bio that the statements contained in this Article 4 are correct and complete as of the date hereof.
