REPRESENTATIONS AND WARRANTIES OF NATIONAL. Except as set forth in the National Disclosure Schedule, which may address and supplement any item in this Article III (subject to Section 8.18(b)) National represents and warrants to Buyer that the representations and warranties contained in this Article III are true and correct as of the date of this Agreement and as of the Closing Time.
REPRESENTATIONS AND WARRANTIES OF NATIONAL. STORM RECOVERY, LLC The Members and managers of NSR, collectively, jointly and severally, represent, warrant and covenant to SIERRA as follows and acknowledge that SIERRA is relying upon such representations and warranties in connection with the Contemplated Transactions (as hereinafter defined):
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National hereby represents and warrants to Acquiror as follows:
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National makes the following representations and warranties to Tele and the Principal Seller as of the date hereof and as of the Acquisition Closing unless a different date is specifically provided herein:
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National hereby represents and warrants to CLOG that it has received a copy of and has reviewed (a) the Prospectus of Conolog dated March 26, 1999 and April 12, 1999 covering the resale of the Shares, together with the supplements thereto dated June 21, 1999 and July 1, 1999 and all documents incorporated therein by reference and (b) the Schedule 13D of CLOG filed with the Securities and Exchange Commission on April 5, 1999, together with Amendments 1 through 7 thereto, including, without limitation, the descriptions therein of certain criminal and other proceedings brought against Warren Xxxxxxxxx, xxx managing member of CLOG.
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National represents and warrants to DigitalQuake as follows, which representations and warranties are true and correct as of the date hereof and will be, as of the Closing Date, true and correct:
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National represents and warrants to innoCOMM and Founders as follows, which representations and warranties are true and correct as of the date hereof and will be, as of the Closing Date, true and correct:
REPRESENTATIONS AND WARRANTIES OF NATIONAL. 4.1 National hereby covenants, represents and warrants to DICUT as at the date hereof and as at Closing (unless otherwise stated):
REPRESENTATIONS AND WARRANTIES OF NATIONAL. National hereby represents and warrants that, as of the date hereof: (a) it is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization with all requisite, consent, approval, power and authority to carry on the business in which it is engaged, to own the properties it owns, to execute this Agreement and to consummate the transactions contemplated hereby; (b) it has full requisite power and authority to execute and deliver and to perform its obligations under this Agreement, and the execution, delivery and performance hereof, and the instruments and documents required to be executed by it in connection herewith (i) have been duly and validly authorized by it and (ii) are not in contravention of its organizational documents or any agreements specifically applicable to it, or any law rule or regulations applicable to it; and
REPRESENTATIONS AND WARRANTIES OF NATIONAL. 5 3.1 National Representations and Warranties...........................................5 3.2 Capital Structure of National.....................................................5 3.3 Capital Structure of Subsidiaries.................................................6 3.4 Non-Contravention.................................................................7 3.5 Financial Statements..............................................................8 3.6 Certain Developments..............................................................9
