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 SHAREHOLDERS. The Company and the Shareholders, jointly and severally, hereby represent and warrant to the Parent and Merger Sub as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce the Purchaser to enter into this Agreement and the other Purchase Agreements (defined in Section 12.4 below), the Company and the Shareholders, jointly and severally, hereby represent and warrant to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. The Company and the Shareholders jointly and severally represent and warrant to each of the Sellers that now and/or as of the Closing:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions contemplated hereby, each of the Company (with respect to representations relating to the Company only) and the Shareholders (other than those Shareholders set forth on SCHEDULE 5, except for the representations and warranties with respect to themselves contained in Section 5.2, 5.3, 5.4, 5.8 and 5.30, who shall not be deemed to be making any representations or warranties under this Agreement), jointly and severally, represent and warrant to CCC and Newco, as follows (for purposes of this Agreement, the phrases "knowledge of the ---------------- Company" or the "Company's knowledge," or words of similar import, mean the ------- ------------------- actual knowledge of the directors and officers of the Company.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. The Company and each of the Shareholders of the Company, jointly and severally, hereby represent and warrant to Acquiror, as of the date hereof and at the Closing Date, that:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. Each of the Company and the Shareholders hereby, jointly and severally, represent and warrant to Parent and Sub, subject to such exceptions as are specifically disclosed in the disclosure schedule (referencing the appropriate section numbers) supplied by the Company and the Shareholders to Parent (the "Disclosure Schedule"), and dated as of the date hereof that on the date hereof ------------------- and as of the Effective Time as though made at the Effective Time as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. The Company and each of the Shareholders jointly and severally represent and warrant to the Parent and Acquisition that:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. The Company and the Shareholders jointly and severally warrant and represent to and covenant with Parent and Merger Sub, except as set forth in the Company Disclosure Schedule, as follows:
REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. The Company and the Shareholders each represent and warrant to PentaStar that the statements contained in this Section 3.1 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were then substituted for the date of this Agreement throughout this Section 3.1).
