Common use of REPRESENTATIONS AND WARRANTIES OF PARENT Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:

Appears in 132 contracts

Samples: Agreement and Plan of Merger (Keysight Technologies, Inc.), Agreement and Plan of Merger (Golden State Vintners Inc), Agreement and Plan of Merger (Kendle International Inc)

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REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsthat:

Appears in 125 contracts

Samples: Agreement and Plan of Merger (Weight Watchers International Inc), Agreement and Plan of Merger (Bancinsurance Corp), Agreement and Plan of Merger (Bitstream Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:

Appears in 87 contracts

Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/), Agreement and Plan of Merger (Mod Pac Corp), Agreement and Plan of Merger (Cheniere Energy Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as followsthat:

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Adc Telecommunications Inc), Agreement and Plan of Merger (Adc Telecommunications Inc), Agreement and Plan of Merger (Triton International LTD)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Glaxosmithkline PLC), Agreement and Plan of Merger (Triumph Bancorp, Inc.), Agreement and Plan of Merger (Triumph Bancorp, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsof the date hereof that:

Appears in 8 contracts

Samples: Share Exchange Agreement (Wachovia Corp New), Exchange Agreement (Woodgate Energy Corp), Share Exchange Agreement (J P Morgan Chase & Co)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:

Appears in 8 contracts

Samples: Agreement and Plan of Merger (RTW Inc /Mn/), Agreement and Plan of Merger (Optio Software Inc), Agreement and Plan of Merger (Assisted Living Concepts Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Subject Company as follows:

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Baybanks Inc), Agreement and Plan of Merger (First Interstate Bancorp /De/), 1 Agreement and Plan of Merger (Wells Fargo & Co)

REPRESENTATIONS AND WARRANTIES OF PARENT. As an inducement to the Company to enter into this Agreement, Parent represents and warrants to the Company as follows:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Boulder Specialty Brands, Inc.), Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/)

REPRESENTATIONS AND WARRANTIES OF PARENT. Subject to Section 11.05, Parent represents and warrants to the Company as followsthat:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (ChyronHego Corp), Agreement and Plan of Merger (ChyronHego Corp), Agreement and Plan of Merger (Cytec Industries Inc/De/)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Shareholders as follows:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Ashland Global Holdings Inc), Yptel Agreement (Advanced Communications Group Inc/De/), Stock Purchase Agreement (Asyst Technologies Inc /Ca/)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Purchaser jointly and severally represent and warrant to the Company as follows:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Intersil Corp/De), Agreement and Plan of Merger (California Micro Devices Corp), Agreement and Plan of Merger (On Semiconductor Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Company as follows:

Appears in 3 contracts

Samples: Iv Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Cmi Corp), Agreement and Plan of Merger (Terex Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and Company Sub as follows:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Graco Inc), Agreement and Plan of Merger (Cohesant Technologies Inc), Agreement and Plan of Merger (CIPAR Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company that, except as followsdisclosed in the Parent SEC Documents:

Appears in 3 contracts

Samples: Merger and Share Exchange Agreement (China VantagePoint Acquisition Co), Merger and Share Exchange Agreement (BGS Acquisition Corp.), Merger and Share Exchange Agreement (BGS Acquisition Subsidiary, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Sub, jointly and severally, represent and warrant to the Company as followsthat:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Mueller Industries Inc), Agreement and Plan of Merger (Tecumseh Products Co), Agreement and Plan of Merger (Tecumseh Products Co)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Acquisition hereby jointly and severally represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Nortel Networks Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent represents and warrants to the Company as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Liveperson Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Owner as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Allion Healthcare Inc), Agreement and Plan of Merger (Allion Healthcare Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to to, and agrees with, the Company as follows:

Appears in 2 contracts

Samples: Merger Agreement (Health Insurance of Vermont Inc), Merger Agreement (Penn Treaty American Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants warrant to the Company as follows:

Appears in 2 contracts

Samples: Agreement of Merger (Metro Tel Corp), Agreement and Plan of Merger (Eco Form International Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Sub jointly and severally represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ventas Inc), Agreement and Plan of Merger (Eldertrust)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as followsthat:

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Doubleclick Inc), Agreement and Plan of Merger and Reorganization (Netcreations Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows, with the knowledge and understanding that the Company is relying on such representations and warranties:

Appears in 1 contract

Samples: Robotic Vision Systems Inc

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Sellers as follows:

Appears in 1 contract

Samples: Share Purchase Agreement (Terayon Communication Systems)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsand the Holders that:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ign Entertainment Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Purchaser each hereby represent and warrant to the Company as followsthat:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inamed Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent represents Companies hereby represent and warrants warrant to the Company as followsthat:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Affiliated Computer Services Inc)

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REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company Company, as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mandalay Media, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Shareholder as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bisys Group Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsthat:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Arbor Drugs Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and to each of the Holders as follows:

Appears in 1 contract

Samples: Stock Contribution and Exchange Agreement (EVERTEC, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Blocker Companies as follows:

Appears in 1 contract

Samples: Merger and Contribution Agreement (Matlin & Partners Acquisition Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Company Stockholder as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Solutionsamerica Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Company Shareholders as follows:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Essex Portfolio Lp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby warrants and represents and warrants to the Company as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Darden Restaurants Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Members as follows:

Appears in 1 contract

Samples: Securities Exchange Agreement (VirtualScopics, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Subject to Section 9.05, Parent represents and warrants to the Company as followsthat:

Appears in 1 contract

Samples: Tender Offer Agreement (Hurray! Holding Co., Ltd.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:: Section 3.1

Appears in 1 contract

Samples: Conformed Copy Agreement and Plan of Merger Agreement and Plan of Merger (Textron Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and Owners as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Renal Care Group Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants warrants, to the Company as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lowrance Electronics Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Subject Company as follows:: 4.1

Appears in 1 contract

Samples: Agreement and Plan of Merger (Great Western Financial Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and to the Holders, as of the Effective Time, as follows:

Appears in 1 contract

Samples: Acquisition Agreement (Marika Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsCompany:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hughes Supply Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants warrants, to the Company as followsCompany:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ebix Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:: SECTION 3.1

Appears in 1 contract

Samples: Agreement and Plan of Merger Agreement and Plan of Merger (Kerr Acquistion Corp)

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