REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to the Company as follows:
Appears in 317 contracts
Samples: Original Agreement (Acacia Communications, Inc.), Agreement and Plan of Merger (Acacia Communications, Inc.), Agreement and Plan of Merger (Broadsoft, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company as follows:
Appears in 71 contracts
Samples: Agreement and Plan of Merger (Smith & Nephew PLC), Agreement and Plan of Merger (Osiris Therapeutics, Inc.), Agreement and Plan of Merger (Restaurant Brands International Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, represent and warrant to the Company as follows:
Appears in 45 contracts
Samples: Agreement and Plan of Merger (Lapolla Industries Inc), Agreement and Plan of Merger (Empire Resources Inc /New/), Agreement and Plan of Merger (NetSpend Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Each of Parent and Sub represent represents and warrant warrants to the Company as follows:
Appears in 27 contracts
Samples: Merger Agreement, Merger Agreement (Amber Road, Inc.), Agreement and Plan of Merger (Brookfield Asset Management Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby represent and warrant to the Company as follows:
Appears in 26 contracts
Samples: Agreement and Plan of Merger (CF Industries Holdings, Inc.), Agreement and Plan of Merger (Tyco International LTD), Agreement and Plan of Merger (NCS Healthcare Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 19 contracts
Samples: Agreement and Plan of Merger (Accelrys, Inc.), Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Millstream Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby jointly and severally represent and warrant to the Company as follows:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Landauer Inc), Agreement and Plan of Merger (Hansen Medical Inc), Agreement and Plan of Merger (Cellular Dynamics International, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Nu Skin Enterprises Inc), Agreement and Plan of Merger (Belden & Blake Corp /Oh/), Agreement and Plan of Merger (Fred Meyer Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company Company, as follows:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Ticketmaster), Agreement and Plan of Merger (Usa Interactive), Agreement and Plan of Merger (Usa Interactive)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub each represent and warrant to the Company as follows:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Lattice Semiconductor Corp), Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Ewok Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant warrant, jointly and severally, to the Company as follows:
Appears in 4 contracts
Samples: 5 Iii Agreement and Plan of Merger, Agreement and Plan of Merger (Meemic Holdings Inc), Agreement and Plan of Merger (Proassurance Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Each of Parent and Sub represent Sub, jointly and warrant severally, represents and warrants to the Company as follows:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Zareba Systems Inc), Agreement and Plan of Merger (Tcsi Corp), Agreement and Plan of Merger (Rocket Software Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Each of Parent and Sub represent represents and warrant warrants to the Company as followsCorporation that:
Appears in 4 contracts
Samples: Share Purchase Agreement and Plan of Merger (Sherman Acquisition Corp), Share Purchase Agreement and Plan of Merger (Outsourcing Solutions Inc), Share Purchase Agreement and Plan of Merger (Union Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby, jointly and severally, represent and warrant to the Company as follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Simone Eric), Agreement and Plan of Merger (Perficient Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Each of Parent and Sub represent represents and warrant warrants, jointly and severally, to the Company as followsthat:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Plato Holdings Inc), Iii 6 Agreement and Plan of Merger (Novacare Employee Services Inc), Agreement and Plan of Merger (Plato Holdings Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company as follows:set forth below.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Apropos Technology Inc), Agreement and Plan of Merger (Marsh Supermarkets Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to the Company as followsCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RCN Corp /De/), Agreement and Plan of Merger (21st Century Telecom Group Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. The Parent and Sub Sub, jointly and severally represent and warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Park City Group Inc), Agreement and Plan of Merger (Prescient Applied Intelligence, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby represent and warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Genesee & Wyoming Inc), Agreement and Plan of Merger (Emons Transportation Group Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby jointly and severally represent and warrant to the Company as followsCompany:
Appears in 2 contracts
Samples: Plan of Merger (MTS Systems Corp), Agreement and Plan of Merger (Beam Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company as followsthat:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization and Merger (Parexel International Corp), Agreement and Plan of Merger (Eastbay Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, hereby represent and warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Entex Information Services Inc), Agreement and Plan of Merger (American Eco Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby represent and warrant to the Company and Shareholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly represent and warrant to the Company and the Company Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, hereby represent and warrant to the Company as followsand Sellers that:
Appears in 1 contract
Samples: Registration Rights Agreement (Capital One Financial Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. The Parent represents and Sub represent and warrant warrants to the Company and the Shareholders as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bluephoenix Solutions LTD)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, represent and warrant to the Company and the Shareholders as follows:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Golf Galaxy, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub Sub, jointly and severally, hereby represent and warrant to the Company as s follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Luna Innovations Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company as follows:: SECTION 2.1
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dura Automotive Systems Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company as followsand the Stockholders that:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Merger (Parexel International Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent represents and warrants to the Company, and Sub will represent and warrant to the Company Company, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to Company and the stockholders of the Company as follows:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (PMC Sierra Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to the Company as follows, subject to the exceptions and qualifications set forth in the Parent Disclosure Letter:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gaylord Entertainment Co /De)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant warrant, jointly and severally, to the Company and the Selling Shareholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby represent and warrant to the Company as followsthat:
Appears in 1 contract
Samples: Employment Agreement (Nematron Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub hereby jointly and severally represent and warrant to the Company as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to the Company Company, except as disclosed in the Parent Disclosure Letter, as follows:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Popmail Com Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub represent and warrant to the Company and the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Each of Parent and Sub represent jointly and warrant severally represents and warrants to the Company as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pediatrix Medical Group Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Parent and Sub jointly and severally represent and warrant to the Company and the Shareholders, as follows:
Appears in 1 contract
