Representations and Warranties of the Issuers and the Guarantors. The Issuers and the Guarantors jointly and severally represent and warrant to each Initial Purchaser that:
Representations and Warranties of the Issuers and the Guarantors. Each of the Issuers and the Guarantors, jointly and severally, represents and warrants to, and agrees with, each of the Underwriters that:
Representations and Warranties of the Issuers and the Guarantors. The Issuers and the Guarantors jointly and severally represent and warrant as of the Time of Sale and as of the Closing Date to each Initial Purchaser that:
Representations and Warranties of the Issuers and the Guarantors. Each of ---------------------------------------------------------------- the Issuers and Guarantors, jointly and severally, represents and warrants to, and agrees with, you that:
Representations and Warranties of the Issuers and the Guarantors. The Issuers and the Enviva Guarantors jointly and severally represent and warrant as of the Time of Sale and as of the Closing Date, and, if applicable, the Target, jointly and severally with the Issuers and the Enviva Guarantors, represents and warrants upon execution of, and according to the terms of, the applicable Joinder Agreement, in each case, to each Initial Purchaser (it being understood that prior to the Escrow Release Date, all representations and warranties of the Issuers and the Guarantors with respect to the Target are made to the best knowledge of the Issuers and the Guarantors, after reasonable inquiry) that:
Representations and Warranties of the Issuers and the Guarantors. As used in this Section 2 only, references to the "Company", "Intersil Holding", the "Issuers" or "its subsidiaries" shall mean the Company, Intersil Holding, the Issuers or their subsidiaries, prior to the consummation of the Transactions, and shall mean the Company, Intersil Holding, the Issuers or their subsidiaries, including the purchased assets and the assumed liabilities of the semiconductor business of Xxxxxx, effective upon the consummation of the Transactions. The Issuers and the Subsidiary Guarantors jointly and severally represent and warrant to, and agree with, the Initial Purchasers that:
Representations and Warranties of the Issuers and the Guarantors. As of the date hereof, each of the Issuers and the Guarantors, jointly and severally, represents and warrants to the Initial Purchasers that:
Representations and Warranties of the Issuers and the Guarantors. All the representations and warranties of each of the Issuers and the Guarantors in this Agreement shall be true and correct in all material respects (other than representations and warranties with a Material Adverse Effect qualifier or other materiality qualifier, which shall be true and correct as written) at and as of the Closing Date after giving effect to the Transactions with the same force and effect as if made on and as of such date. On or prior to the Closing Date, each of the Issuers and the Guarantors shall have performed or complied in all material respects with all of the agreements and satisfied in all material respects all conditions on their respective parts to be performed, complied with or satisfied on or prior to the Closing Date pursuant to this Agreement.
Representations and Warranties of the Issuers and the Guarantors. The Issuers and the Guarantors jointly and severally represent and warrant to the Underwriters that (it being understood that (i) references to the Parent and its subsidiaries in this Section 4 shall be deemed (unless otherwise indicated) to refer to the Parent and its subsidiaries and the Target and its subsidiaries and (ii) express references to the Target and its subsidiaries shall refer to the Target and its subsidiaries exclusively, but in the case of clause (ii) and in the case of clause (i) to the extent that the Target and its subsidiaries are included in such reference, such representations and warranties shall be deemed qualified by the phrase “to the actual knowledge of the Issuers and the Guarantors”):
Representations and Warranties of the Issuers and the Guarantors. All the representations and warranties of each of the Parent Pledgors, the Issuers and the Guarantors in this Agreement and in each of the other Transaction Documents to which it is a party shall be true and correct in all material respects (other than representations and warranties with a Material Adverse Effect qualifier or other materiality qualifier, which shall be true and correct as written) at and as of the Closing Date after giving effect to the Transactions with the same force and effect as if made on and as of such date. On or prior to the Closing Date, each of the Parent Pledgors, the Issuers and the Guarantors and, to the knowledge of the Issuers, each other party to the Transaction Documents (other than the Initial Purchaser) shall have performed or complied in all material respects with all of the agreements and satisfied in all material respects all conditions on their respective parts required to be performed, complied with or satisfied as of or prior to the Closing Date pursuant to the Transaction Documents.
