REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES Clause Examples
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. The Designated Sellers hereby represent and warrant, to and for the benefit of Purchaser, as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Seller represents and warrants, except as set forth in the Disclosure Schedule, to and for the benefit of Purchaser, as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Seller represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Each Seller represents and warrants jointly and severally to Buyer as follows:
(a) Organization and Qualification of the Acquired Companies; Authority and Enforceability.
(i) Each Acquired Company is a corporation, a limited partnership or a limited liability company, as applicable, and is duly organized and validly existing under the Laws of its respective state of organization and has the requisite power to carry on its respective business as now conducted. Each Acquired Company is duly qualified to do business in each jurisdiction in which the Hydrocarbon Interests owned or leased by it makes such qualification necessary, except where the failure to be so qualified would not have an adverse effect (in any material respect) on the operations or business of the Acquired Companies.
(ii) Each Acquired Company has all requisite power and authority to perform its obligations hereunder. The performance by each Acquired Company of its obligations hereunder has been duly and validly authorized by all requisite corporate, limited partnership or limited liability company action (as applicable) on the part of each Acquired Company.
(b) No Conflict or Violation. Except as set forth in Schedule 4.2(b), the consummation of the transactions contemplated hereby will not (i) conflict with, result in a violation or breach of, constitute a default or an event that with or without notice or lapse of time, or both, would constitute a default under, any provisions of the organizational documents of any Acquired Company, (ii) assuming the receipt of all Transfer Requirements, violate, conflict with or contravene any Law applicable to any Acquired Company in any material respect, or (iii) except for Permitted Liens, result in any Lien on the Purchased Equity.
(c) Absence of Certain Changes. From the Effective Date to the date hereof, except as set forth in Schedule 4.2(c) or as expressly contemplated by this Agreement, the Acquired Companies (i) have, in all material respects, conducted their business and operated the Subject Interests in the ordinary course of business consistent with past practice, and (ii) have not been subject to any event, effect, change, fact, development or circumstance that, individually or in the aggregate, has or could reasonably be expected to have a Material Adverse Effect on the Acquired Companies, taken as a whole.
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Except as set forth in the corresponding sections or subsections of the Disclosure Schedules attached hereto (collectively, the “Disclosure Schedules”) (each of which shall qualify the specifically identified Sections or subsections hereof to which such Disclosure Schedule relates and those other Sections and subsections for which the relevance or applicability of such disclosure is reasonably apparent on the face of such disclosure), each of the Sellers hereby represents and warrants to the Purchaser and to the other Sellers as of the date hereof and as of the Closing Date, as follows, provided that each Seller (other than the Principal Owners) shall only be deemed to have made the representations and warranties in this Article IV with respect to the Acquired Companies in which he, she or it owns Equity Interests:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Except as specifically set forth in the corresponding section of the Disclosure Schedule prepared by Seller and the Company in accordance with Section 11.17 and delivered to Purchaser at the time of the execution and delivery of this Agreement, the Company represents and warrants, to and for the benefit of Purchaser and the other Purchaser Indemnitees, as follows, as of the date hereof and as of the Closing Date:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Subject to the disclosures specifically set forth in the corresponding section or subsections of the disclosure letter delivered to Buyer by the Sellers contemporaneously with the Agreement (the “Sellers’ Disclosure Letter”) or as otherwise set forth in the Data Room (provided, however, that to the extent there is a disagreement between the content of a matter disclosed on the Sellers’ Disclosure Letter and the content contained in the Data Room, the disclosure in the Sellers’ Disclosure Letter shall be deemed the final disclosure with respect to such matter), the Company and the Sellers hereby represent and warrant to the Buyer as set forth in this Article 5:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Seller represents and warrants to Purchaser that the statements contained in this Article II are correct and complete as of the date hereof and will be correct and complete as of the Closing Date, except as set forth in the disclosure schedule delivered by Seller to Purchaser on the date hereof (the “Disclosure Schedule”).
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. The Selling Shareholders hereby represent and warrant, as follows:
REPRESENTATIONS AND WARRANTIES RELATING TO THE ACQUIRED COMPANIES. Except as specifically set forth in the Disclosure Schedule, which are numbered to correspond to the Section numbers of this Agreement, each Seller hereby severally, and not jointly and severally, represents and warrants to the Buyers (i) with respect to the Acquired Companies, as of the date hereof and as of the Initial Closing Date and (ii) with respect to each of the Subsidiaries, as of the date hereof and as of the applicable Subsequent Closing Date, as follows (it being understood that any information set forth in a particular section of the Disclosure Schedule shall be deemed to be disclosed in each other section of the Disclosure Schedule to the extent the relevance of such information is reasonably apparent from such disclosure):