REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Acquiror represents and warrants to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. As a material inducement to MailKey to execute this Agreement and to consummate the Merger and the other transactions contemplated hereby, Acquiror and Sub, hereby jointly and severally, make the following representations and warranties:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Acquiror and Sub jointly and severally represent and warrant to Target that, except as disclosed in a filing with the Securities and Exchange Commission (the "COMMISSION"), the statements contained in this Article IV are true and correct.
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Except as set forth in the Disclosure Schedule to be delivered by ACQUIROR and Sub to TARGET (the "ACQUIROR Disclosure Schedule"), which shall identify exceptions by specific Section references, to the best knowledge of each of them, ACQUIROR and Sub hereby represent and warrant to TARGET that:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Each of Acquiror and Merger Sub hereby represents and warrants to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Acquiror and Sub hereby represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. As a material inducement to Target and the Target Shareholders to enter into this Agreement and consummate the transactions contemplated hereby, Acquiror and Sub represent and warrant to Target, except as disclosed in a filing with the Securities and Exchange Commission (the "COMMISSION") or the disclosure schedule delivered by Acquiror to Target pursuant to this Agreement (the "ACQUIROR DISCLOSURE SCHEDULE"), arranged in paragraphs corresponding to the numbered and lettered paragraphs of this Article 4, as follows:
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Acquiror and Sub jointly and severally represent and warrant to Target that the statements contained in this Article IV are true and correct.
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. 18 Section 4.1 Organization.............................................. 18 Section 4.2 Acquirer Capital Structure................................ 19 Section 4.3 Authority; No Conflict; Required Filings and Consents..... 20 Section 4.4 SEC Filings; Financial Statements......................... 21 Section 4.5 Absence of Undisclosed Liabilities........................ 22 Section 4.6 Absence of Certain Changes or Events...................... 22 -i- TABLE OF CONTENTS ----------------- (continued)
REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND SUB. Acquiror represents and warrants to the Company as of the Termination Right Lapse Date as follows:
