REPRESENTATIONS AND WARRANTIES OF GAYLXXX. 9 SECTION 2.1. ORGANIZATION; QUALIFICATION; POWER................................................................9 SECTION 2.2. AUTHORITY; ABSENCE OF CONFLICTING AGREEMENTS......................................................9 SECTION 2.3. CAPITALIZATION; OWNERSHIP........................................................................11 SECTION 2.4.
REPRESENTATIONS AND WARRANTIES OF GAYLXXX. Xxxxxxx xxxes the following representations and warranties to CBS as of the date hereof and, subject to the following sentence, as of the Closing Date. The representations and warranties of Gaylxxx xx this Agreement that are qualified as to materiality shall be true and correct, and those not so qualified shall be true and correct in all material respects, as of the Closing Date as though made on the Closing Date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties qualified as to materiality shall be true and correct, and those not so qualified shall be true and correct in all material respects, on and as of such earlier date).
