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

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:

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Gateway International Holdings Inc), Agreement and Plan of Reorganization (Gateway International Holdings Inc)

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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. Each of the Company and the Shareholders herebyShareholders, jointly and severally, represent represents and warrant warrants to Parent and Sub, subject to such exceptions as are specifically and accurately disclosed in the disclosure schedule (referencing the appropriate section and paragraph numbers) supplied by the Company and the Shareholders to Parent and Sub on or prior to the date of this Agreement (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 continuing through the Effective Time as follows:

Appears in 1 contract

Samples: Employment Agreement (Platinum Software Corp)

REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. Each of the The Company and the Shareholders herebyShareholders, jointly severally and severallynot jointly, represent and warrant to Parent and Subthat, 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 ------------------- hereof, and as of the Effective Time as though made again at the Effective Time (subject to any changes permitted or contemplated hereby), except as followsotherwise disclosed in the Company's disclosure schedules delivered in connection herewith (the "COMPANY'S DISCLOSURE SCHEDULES"), with all schedules updated as necessary and redelivered on the Closing Date, each of the following:

Appears in 1 contract

Samples: Merger Agreement (Vitrix Inc /Nv/)

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REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERS. Each of the The Company and the Shareholders herebyeach Shareholder, jointly and severally, represent represents and warrant warrants to the Parent and Subthe Buyer, 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 the Parent and the Buyer (the "Disclosure ScheduleDISCLOSURE SCHEDULES"), ) 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 hereof, as follows:

Appears in 1 contract

Samples: Asset Acquisition Agreement (Global Motorsport Group Inc)

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