Common use of REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 who shall not be deemed to be making any representations or warranties under this Agreement, except the representations and warranties, with respect to themselves set forth in Sections, 5.2, 5.3, 5.4, 5.8 and 5.30 ), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 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, except the representations and warranties, with respect to themselves set forth in Sections, 5.2, 5.3, 5.4, 5.8 and 5.30 ), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 who shall not be deemed to be making any representations or warranties under this Agreement, Agreement except the representations and warranties, warranties with respect to themselves set forth in Sections, Section 5.2, 5.3, 5.4, 5.8 and 5.30 5.30), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 who shall not be deemed to be making any representations or warranties under this Agreement, Agreement except the representations and warranties, warranties with respect to themselves set forth in Sections, Section 5.2, 5.3, 5.4, 5.8 and 5.30 5.30), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 who shall not be deemed to be making any representations or warranties under this Agreement, except the representations and warranties, with respect to themselves set forth in Sections, 5.2, 5.3, 5.4, 5.8 and 5.30 ), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. To induce CCC and Newco to enter into this Agreement and consummate the transactions con templated 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 5, except for the representations and warranties with respect to themselves contained in SCHEDULES 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, except the representations and warranties, with respect to themselves set forth in Sections, 5.2, 5.3, 5.4, 5.8 and 5.30 ), 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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

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