REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL Sample Clauses

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. STOCKHOLDER
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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. SELLING SHAREHOLDERS -------------------- The Company and the Principal Selling Shareholders hereby represent and warrant to Parent and Acquisition Sub as follows:
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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. SELLERS 10
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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. SHAREHOLDER 3 4.1 Organization and Good Standing 3 4.2 Authority; No Conflict 3 4.3 Capitalization 4 4.4 Financial Statements 4 4.5 Books and Records 4 4.6 Title to Properties; Encumbrances 4 4.7 Condition and Sufficiency of Assets 5 4.8 Accounts Receivable 5 4.9 Inventory 5 4.10 No Undisclosed Liabilities 6 4.11 Taxes 6 4.12 Compliance with Legal Requirements; Governmental Authorizations 7 4.13 Legal Proceedings; Orders 8 4.14 Contracts; No Defaults 8 4.15 Insurance 10 4.16 Environmental Matters 10 4.17 Labor Relations; Compliance; Employees 12 4.18 Intellectual Property Rights 12 4.19 No Other Agreements to Sell Assets or Capital Stock of the Company 13 4.20 Relationships with Related Persons 13 4.21 Customers and Suppliers 13 4.22 Brokers and Finders 13 4.23 Affiliate Indebtedness 13 4.24 Disclosure 13
Sample 1
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. Except as set forth in the corresponding disclosure schedules delivered to Parent by the Company (the “Company Disclosure Schedules”), the Company and the Principal, jointly and severally, hereby represent and warrant to Parent and Merger Sub that:
Sample 1
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL. SHAREHOLDERS As of the date hereof and as of the Closing Date, the Company and each Principal Shareholder jointly and severally represents and warrants to Parent and Merger Sub, subject to such exceptions as are clearly disclosed in the disclosure letter (referencing the appropriate section number) supplied by the Company to Parent (the “Company Schedules”) and dated as of the date hereof, as follows: 2.1
Sample 1

Related to REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE PRINCIPAL

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SELLERS The Company and each Seller, jointly and severally, hereby represents and warrants to the Purchaser that:

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS The Company and the Shareholders hereby represent and warrant as follows:

  • Representations and Warranties of the Company and the Guarantor The Company and the Guarantor jointly and severally represent and warrant to each Underwriter that:

  • Representations and Warranties of the Company and the Selling Shareholders (a) The Company represents and warrants to, and agrees with, the several Underwriters that:

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE STOCKHOLDERS 8 Section 4.01 By the Company and Each Stockholder..................... 8

  • Representations and Warranties of the Company and the Selling Stockholder (a) The Company represents and warrants to, and agrees with, the several Underwriters that:

  • Representations and Warranties of the Company and the Selling Stockholders (a) The Company represents and warrants to, and agrees with, the several Underwriters that:

  • Representations and Warranties of the Seller and the Company The Seller and the Company hereby make the following representations and warranties to the Purchasers:

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES Except (a) as set forth in the disclosure letter prepared by the Company and delivered to the Parent Parties at or prior to the execution and delivery of this Agreement (the “Company Disclosure Letter”) (it being acknowledged and agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall be deemed disclosed with respect to the section or subsection of this Agreement to which it corresponds and any other section or subsection of this Agreement to the extent the applicability of such disclosure to such other section or subsection of this Agreement is reasonably apparent on its face (it being understood that to be so reasonably apparent on its face, it is not required that the other section or subsection of this Agreement be cross-referenced); provided, that nothing in the Company Disclosure Letter is intended to broaden the scope of any representation or warranty of the Company Parties made herein), or (b) as disclosed in the Company SEC Documents publicly filed with, or furnished to the SEC since January 1, 2019 and prior to the date of this Agreement and available on the SEC’s Electronic Data Gathering and Retrieval System (excluding any information or documents incorporated by reference therein, or filed as exhibits thereto, and excluding any disclosures contained in such documents under the headings “Risk Factors” or “Forward Looking Statements” or any other disclosures contained or referenced therein to the extent they are cautionary, predictive or forward-looking in nature), and then only to the extent that the relevance of any disclosed event, item or occurrence in such Company SEC Documents to a matter covered by a representation or warranty set forth in this Article IV is reasonably apparent on its face, the Company Parties hereby jointly and severally represent and warrant to the Parent Parties that:

  • Representations and Warranties of the Company and the Guarantors The Company and the Guarantors jointly and severally represent and warrant to each Initial Purchaser that:

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