Common use of REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except as set forth in (i) any Acquiror SEC Filings filed or submitted on or prior to the date hereof (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and (b) any exhibits or other documents appended thereto) or (ii) the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.9, qualifies the correspondingly numbered and lettered representations in this Article V), Acquiror and Merger Sub represent and warrant to the Company as follows:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (BurTech Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Arrowroot Acquisition Corp.), Agreement and Plan of Merger (Marquee Raine Acquisition Corp.)

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REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except Except, in the case of Acquiror, as set forth in (i) any Acquiror SEC Filings filed or submitted on or prior to the date hereof Reports (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and (b) any exhibits or other documents appended thereto) nature), or (ii) in the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.913.9, qualifies the correspondingly numbered and lettered representations in this Article V), Acquiror and Merger Sub represent and warrant to the Company as of the date of this Agreement as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (GP Investments Acquisition Corp.), Agreement and Plan of Merger (GP Investments Acquisition Corp.)

REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except as set forth in (i) in the case of Acquiror, any Acquiror SEC Filings filed or submitted on or prior to the date hereof (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and (b) any exhibits or other documents appended thereto) ), or (ii) in the case of Acquiror and Merger Sub, in the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.9, qualifies the correspondingly numbered and lettered representations in this Article V), Acquiror and Merger Sub represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.), Agreement and Plan of Merger (BowX Acquisition Corp.)

REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except as set forth in (i) any Acquiror SEC Filings filed or submitted on or prior to the date hereof (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and (b) any exhibits or other documents appended thereto) or (ii) the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.9, qualifies the correspondingly numbered and lettered representations representations, warranties or covenants in this Article V), Acquiror and Merger Sub represent and warrant to the Company as followsfollows as of the date hereof and as of the Closing Date:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tiga Acquisition Corp.)

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REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except as set forth in (ia) in the case of Acquiror, any Acquiror SEC Filings filed or submitted on or prior to the date hereof (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and nature) or (b) any exhibits or other documents appended thereto) or (ii) in the case of Acquiror and Merger Sub, in the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.9, qualifies the correspondingly numbered and lettered representations in this Article V), Acquiror and Merger Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Revolution Acceleration Acquisition Corp)

REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB. Except as set forth in (ia) in the case of Acquiror, any Acquiror SEC Filings filed or submitted furnished on or prior to the date hereof (excluding (a) any disclosures in any risk factors section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimer and other disclosures that are generally cautionary, predictive or forward-looking in nature and nature) or (b) any exhibits or other documents appended thereto) or (ii) in the case of Acquiror and Merger Sub, in the disclosure letter delivered by Acquiror and Merger Sub to the Company (the “Acquiror Disclosure Letter”) on the date of this Agreement (each section of which, subject to Section 11.912.9, qualifies the correspondingly numbered and lettered representations in this Article VVI), Acquiror and Merger Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (ECP Environmental Growth Opportunities Corp.)

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