REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. Company and Sellers, jointly and severally, represent and warrant to Buyer, as of the date hereof and as of the Closing Date, as follows:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. Each Seller and, until the Closing, Company, jointly and severally, hereby represents and warrants to Purchaser that the statements made in this Article IV are true, correct and complete:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. A. Company and each of the Sellers hereby represent and warrant to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. Sellers and Company jointly and severally represent and warrant to Buyer that, to the Knowledge of Sellers and Company:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. 16 Section 3.1 Authority; Execution and Delivery 16 Section 3.2 No Conflicts 17 Section 3.3 Ownership 17 Section 3.4 Proceedings 17 Section 3.5 No Additional Representations by the Sellers 17 Section 3.6 Organization, Standing, Qualification, and Power 18 Section 3.7 Authority; Execution and Delivery; Enforceability 18 Section 3.8 No Conflicts; Consents 18 Section 3.9 Capitalization; Subsidiaries 19 Section 3.10 Financial Statements 19 Section 3.11 Property 20 Section 3.12 Intellectual Property 22 Section 3.13 Contracts 23 Section 3.14 Permits 25 Section 3.15 Taxes 25 Section 3.16 Proceedings 27 Section 3.17 Benefit Plans 28 Section 3.18 Absence of Changes or Events 30 Section 3.19 No Default or Violation 32 Section 3.20 Environmental Matters 33 Section 3.21 Employee and Labor Matters 33 Section 3.22 Insurance 34 Section 3.23 Brokers or Finders 35 Section 3.24 Inventories 35
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. A. Each Seller severally (and not jointly) represents and warrants as to himself or itself as set forth in Section 3.1 through Section 3.5 below:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. The Sellers, jointly and severally, as a material inducement to Buyer to enter into this Agreement and consummate the transactions contemplated hereby, make the following representations and warranties to Buyer, which representations and warranties are true and correct in all respects on this date, and will be true and correct in all respects on the Closing Date as though made on and as of such date. All such representations and warranties are subject to all of the provisions of the Schedules and Exhibits attached to this Agreement.
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. Sellers and Company hereby represent and warrant to EMed that, as of the date hereof, the following statements are true and correct, except as to statements in Sections C.2 and C.3 which are made only by Sellers who own the Shares with respect to which the statement is made.
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. 5 2.1 Organization..........................................................................5 2.2 Authorization.........................................................................5
REPRESENTATIONS AND WARRANTIES OF SELLERS AND COMPANY. The Sellers and Company, jointly and severally, represent and warrant to Buyer that the statements contained in this agreement are true and correct as of the date hereof except as set forth in the corresponding schedule of the disclosure schedules attached hereto (the “Disclosure Schedules”).
