REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 98 contracts
Samples: Stockholder Rights Agreement (Level 3 Communications Inc), Support Agreement (Sezzle Inc.), Support Agreement (Sezzle Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 91 contracts
Samples: Support Agreement (Focus Financial Partners Inc.), Support Agreement (Chindex International Inc), Stockholders Agreement (Hillshire Brands Co)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 81 contracts
Samples: Agreement and Plan of Merger (Battalion Oil Corp), Voting and Support Agreement (GB Aero Engine Merger Sub Inc.), Consent and Support Agreement (Marquee Holdings Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 69 contracts
Samples: Voting Agreement (Arthrocare Corp), Agreement and Plan of Merger (Southside Bancshares Inc), Voting Agreement (Thomas, McNerney & Partners II L.P.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 37 contracts
Samples: Voting and Support Agreement (Knoll Inc), Voting and Support Agreement (Herman Miller Inc), Voting and Support Agreement (Global Furniture Holdings S.a r.l)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 37 contracts
Samples: Voting Agreement (National Healthcare Corp), Voting Agreement (99 Cents Only Stores), Voting Agreement (National Health Realty Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Shareholder as follows:
Appears in 35 contracts
Samples: Tender and Support Agreement (Sequans Communications), Voting and Support Agreement (Fairfax Financial Holdings LTD/ Can), Voting and Support Agreement (Fairfax Financial Holdings LTD/ Can)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Shareholders as follows:
Appears in 32 contracts
Samples: Voting and Support Agreement (Frazier Meredith D Mell), Sponsor Support Agreement (Univar Inc.), Rollover and Voting Agreement (Exactech Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 26 contracts
Samples: Voting Agreement (Baker Julian), Joinder Agreement (Forum Merger III Corp), Voting Agreement (Parlux Fragrances Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 26 contracts
Samples: Voting Agreement (Parlux Fragrances Inc), Voting Agreement (Iomai Corp), Voting Agreement (Perfumania Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 25 contracts
Samples: Agreement and Plan of Merger (American Residential Properties, Inc.), Release Agreement (Epiq Systems Inc), Release Agreement (Villere St Denis J & Co LLC)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Warp Technology Holdings Inc), Agreement and Plan of Merger (Infonow Corp /), Stockholder Agreement (Axs One Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder as of the Stockholder date hereof as follows:
Appears in 12 contracts
Samples: Registration Rights Agreement (Devon Energy Corp/De), Support Agreement (Lonestar Resources US Inc.), Support Agreement (Penn Virginia Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 10 contracts
Samples: Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as followsthat:
Appears in 10 contracts
Samples: Voting Agreement (McAfee, Inc.), Voting Agreement (Secure Computing Corp), Support Agreement (Lantheus Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and the Company as follows:
Appears in 10 contracts
Samples: Support Agreement (KnowBe4, Inc.), Support Agreement (Vepf Vii SPV I, L.P.), Voting and Transaction Support Agreement (RLJ Entertainment, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 10 contracts
Samples: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholders that:
Appears in 10 contracts
Samples: Voting Agreement (Greenhill & Co Inc), Voting Agreement (Navigators Group Inc), Voting Agreement (State National Companies, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent ---------------------------------------- hereby represents and warrants to the Stockholder as followsthat:
Appears in 8 contracts
Samples: Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Investor as follows:
Appears in 7 contracts
Samples: Investor Rights Agreement (Valley National Bancorp), Investor Rights Agreement (CARRIER GLOBAL Corp), Agreement and Plan of Merger (Valley National Bancorp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholders that:
Appears in 6 contracts
Samples: Form of Tender and Support Agreement (Ironwood Pharmaceuticals Inc), Voting Agreement (Allstate Corp), Inducement Agreement (Avnet Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholder, its successors and assigns as follows:
Appears in 6 contracts
Samples: Company Voting Agreement (Greenlane Holdings, Inc.), Company Voting Agreement (Greenlane Holdings, Inc.), Company Voting Agreement (KushCo Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and the Company as follows:
Appears in 6 contracts
Samples: Support Agreement (EngageSmart, Inc.), Support Agreement (EngageSmart, Inc.), Voting and Support Agreement (Doma Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholder, as followsof the date hereof that:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Knowles Corp), Voting and Support Agreement (Horowitz Richard A), Voting and Support Agreement (P&f Industries Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the each Stockholder as followsthat:
Appears in 5 contracts
Samples: Stockholder Agreement (Cayenne Software Inc), Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Sterling Software Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 5 contracts
Samples: Voting Agreement (Nuance Communications, Inc.), Voting Agreement (McAfee, Inc.), Voting Agreement (Secure Computing Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders, as of the date hereof, and at all times during the term of this Agreement, as follows:
Appears in 4 contracts
Samples: Voting Agreement (American Realty Capital Properties, Inc.), Voting Agreement (Dell Inc), Voting Agreement (Quest Software Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as of the date hereof as follows:
Appears in 4 contracts
Samples: Agreement (Clayton Williams Energy Inc /De), Agreement (Clayton Williams Energy Inc /De), Agreement (Noble Energy Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Covered Stockholder as follows:
Appears in 3 contracts
Samples: Voting Agreement (Angel Holdings Godo Kaisha), Voting Agreement (Walt Disney Co/), Voting Agreement (Walt Disney Co/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents represents, warrants and warrants covenants to the Stockholder Stockholders as follows:
Appears in 3 contracts
Samples: Voting Agreement (Science Applications International Corp), Voting Agreement (K N Energy Inc), Voting Agreement (Blue Rhino Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants warrants, as of the date hereof and as of the Effective Time, to the Stockholder Stockholders as follows:
Appears in 3 contracts
Samples: Stockholder Voting Agreement (Allergan PLC), Voting Agreement (Mattson Technology Inc), Stockholder Voting Agreement (Allergan PLC)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 3 contracts
Samples: Voting Agreement (Anadarko Petroleum Corp), Voting Agreement (Wise Brion G), Stockholder Agreement (Telephone & Data Systems Inc /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder MMC Stockholders as follows:
Appears in 3 contracts
Samples: Proxy and Indemnification Agreement (Dillard Department Stores Inc), Proxy and Indemnification Agreement (Mercantile Stores Co Inc), Proxy and Indemnification Agreement (Minot Mercantile Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Key Stockholder as follows:
Appears in 3 contracts
Samples: Trust Agreement (Hilton Grand Vacations Inc.), Voting and Support Agreement (Bluegreen Vacations Holding Corp), Voting and Support Agreement (Bluegreen Vacations Holding Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and each Stockholder as followsthat:
Appears in 2 contracts
Samples: Voting Agreement (Synnex Corp), Voting and Support Agreement (Concentrix Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholder Company as follows:
Appears in 2 contracts
Samples: Form of Parent Support Agreement (Talos Energy Inc.), Form of Parent Support Agreement (Talos Energy Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and each Stockholder as follows:
Appears in 2 contracts
Samples: Voting and Support Agreement (New Relic, Inc.), Voting and Support Agreement (Cloudera, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsfollow:
Appears in 2 contracts
Samples: Voting and Rollover Agreement (Elliott Ronald), Voting and Rollover Agreement (Thoma Cressey Equity Partners Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and (other than in the case of Section 8.5) the Company as follows:
Appears in 2 contracts
Samples: Support Agreement (HireRight Holdings Corp), Support Agreement (HireRight Holdings Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsfollows in each case as of the date hereof:
Appears in 2 contracts
Samples: Voting Agreement (Zell Chilmark Fund L P), Voting Agreement (Hicks Muse Tate & Furst Equity Fund Ii L P)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and Record Holder as follows:
Appears in 2 contracts
Samples: Voting Agreement (Huizenga H Wayne), Voting Agreement (Extended Stay America Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder as follows:
Appears in 2 contracts
Samples: Stock Exchange Agreement (Warnaco Group Inc /De/), Voting Agreement (JPMorgan Chase Bank, National Association)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and the Trustee as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Asahi America Inc), Stockholder Agreement (Midnight Acquisition Holdings Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Principal Stockholders as follows:
Appears in 2 contracts
Samples: Consent and Voting Agreement (InfoLogix Inc), Consent and Voting Agreement (InfoLogix Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby covenants, represents and warrants to the Stockholder Stockholders as follows:
Appears in 2 contracts
Samples: Voting Agreement (Silver Lake Sumeru Fund LP), Voting Agreement (Power One Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 2 contracts
Samples: Voting Agreement (Hampshire Group LTD), Voting Agreement (Hampshire Group LTD)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and Company as follows:
Appears in 2 contracts
Samples: Voting Agreement (INC Research Holdings, Inc.), Voting Agreement (INC Research Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Credence Systems Corp), Stockholder Voting Agreement (Nptest Holding Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholder as followsCompany that:
Appears in 2 contracts
Samples: Voting and Support Agreement (Tabula Rasa HealthCare, Inc.), Voting and Support Agreement (Tabula Rasa HealthCare, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsfollow:
Appears in 2 contracts
Samples: Voting Agreement (Thoma Cressey Equity Partners Inc), Voting Agreement (Simon William E & Sons Private Equity Partners Lp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Principal Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Supporting Stockholder as followsthat:
Appears in 1 contract
Samples: Voting and Support Agreement (Embark Technology, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsCompany and the Supporting Stockholders that:
Appears in 1 contract
Samples: Voting and Support Agreement (Embark Technology, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholder as followsStockholders that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nationsrent Companies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Companies and the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Management Stockholder and to each Majority Stockholder that on the Stockholder as followsdate hereof:
Appears in 1 contract
Samples: Management Stockholders’ Agreement (Avaya Holdings Corp.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Preferred Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Principal Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Specified Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Equityholder as follows:
Appears in 1 contract
Samples: Voting and Support Agreement (Hersha Hospitality Trust)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Company and the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Subject Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:: (a)
Appears in 1 contract
Samples: Voting Agreement (GLAUKOS Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholder Stockholders as follows:
Appears in 1 contract
Samples: Voting Agreement (E-Z-Em, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents ----------------------------------------- and warrants to the Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 1 contract
Samples: Voting Agreement (Zhongpin Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder Stockholders as follows:
Appears in 1 contract
Samples: Voting Agreement (JPMorgan Chase Bank, National Association)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder to, and agrees with, Seller and Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Stockholder as follows:
Appears in 1 contract
Samples: Stockholder Voting Agreement (Artisan Components Inc)
