REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. Each of the Shareholders and the Company hereby jointly and severally represents and warrants to Buyer that:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. Except as specifically set forth in the disclosure letter provided by the Shareholders and the Company to DoveBid simultaneously with the signing of this Agreement, dated as of the date of this Agreement (the "Company Disclosure Letter"), the parts of which are numbered to correspond to the sections of this Agreement, each of the Shareholders and the Company hereby jointly and severally represent and warrant to DoveBid as follows:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. The Shareholders and the Company, jointly and severally, represent and warrant to the Buyer and MedSource as follows:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. The Company and the Major Shareholders hereby represent and warrant to Parent and Merger Sub, on a joint and several basis, as follows:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. The Shareholders and the Company represent and warrant to the Parent and the Merger Sub that the statements contained in this Section 2.2 are correct as of the date of this Agreement and will be correct as of the Preliminary Closing Date and the Final Closing Date (as though made then), except as otherwise set forth in the disclosure schedule delivered by the Shareholders and the Company to the Parent and the Merger Sub on the date hereof, as supplemented or amended in accordance with Section 3.4 of this Agreement (such schedule, as so amended or supplemented, the "Company Disclosure Schedule"). The Company Disclosure Schedule is arranged in sections and paragraphs corresponding to the lettered and numbered sections and paragraphs contained in this Section 2.2. References in Section 2.2 to a numbered schedule mean the section of the Company Disclosure Schedule that corresponds with that number; for example, references to "Schedule 2.2(a)" mean Section 2.2(a) of the Company Disclosure Schedule. The Company Disclosure Schedule constitutes an exception to each warranty or representation set forth herein, whether or not such warranty or representation specifically refers to the Company Disclosure Schedule; accordingly each warranty or representation set forth herein is deemed to be preceded by the clause: "Except as set forth in the Company Disclosure Schedule . . .".
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. In order to induce Buyer and Merger Subsidiary to enter into this Agreement, each of the Shareholders and the Company, jointly and severally, hereby represent and warrant to Buyer and Merger Subsidiary as of the date hereof and as of the Closing Date as follows:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. Each of the Shareholders and the Company represent and warrant to Parent as follows:
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. 11 4.1 Authority; Due Execution..............................11 4.2 Organization; Certificate of Incorporation; Bylaws....11 4.3
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. Each Shareholder and the Company, jointly and severally, represents and warrants to QDL and Questron that as of the date hereof and as of the Closing Date (except as otherwise noted):
REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS AND THE COMPANY. The Shareholders, severally, and the Company hereby represent and warrant to NMI that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and shall be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the disclosure schedule accompanying this Agreement (the “Disclosure Schedule”). The Disclosure Schedule will be arranged in sections corresponding to the lettered and numbered paragraphs contained in this Agreement.
