Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Battalion Oil Corp), Agreement and Plan of Merger (Battalion Oil Corp), Voting Agreement (PAE Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself of the Stockholders hereby severally (severally and not jointly), hereby ) represents and warrants to the Parent with respect to itself, as follows:
Appears in 11 contracts
Samples: Share Exchange Agreement (Banjo & Matilda, Inc.), Share Exchange Agreement (Clavis Technologies International Co., Ltd.), Share Exchange Agreement (Clavis Technologies International Co., Ltd.)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent as follows:
Appears in 10 contracts
Samples: Voting and Support Agreement (KREHBIEL Limted Partnership), Agreement and Plan of Merger (Teradyne, Inc), Voting Agreement (Walden Vc Ii L P)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent Parent, on a several and not joint basis, as follows:
Appears in 7 contracts
Samples: Tender and Support Agreement (Blackbaud Inc), Agreement and Plan of Merger (Millennium Pharmaceuticals Inc), Tender and Support Agreement (Lasercard Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent as follows:
Appears in 6 contracts
Samples: Option and Support Agreement (Macintosh Justin M), Option and Support Agreement (Rocket Software Inc), Option and Support Agreement (Rocket Software Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as followsthat:
Appears in 6 contracts
Samples: Stockholders Agreement (Freeze Group Holding Corp.), Stockholders Agreement (Freeze Group Holding Corp.), Stockholders Agreement (Freeze Group Holding Corp.)
Representations and Warranties of Stockholders. Each StockholderStockholder hereby represents and warrants, as to itself severally (severally and not jointly), hereby represents and warrants to Parent and Purchaser as follows:
Appears in 5 contracts
Samples: Tender Agreement (Ocean Energy Inc /Tx/), Tender and Voting Agreement (Encap Investments LLC), Tender and Voting Agreement (Ocean Energy Inc /Tx/)
Representations and Warranties of Stockholders. Each Stockholder, as to itself Stockholder severally (severally and not jointly), hereby represents and warrants to Parent as followsand Sub that:
Appears in 5 contracts
Samples: Stock Option and Tender Agreement (Wolters Kluwer Us Corp), Stock Option and Tender Agreement (Wolters Kluwer Us Corp), Stock Option and Tender Agreement (Wolters Kluwer Us Corp)
Representations and Warranties of Stockholders. Each StockholderStockholder hereby, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 5 contracts
Samples: Voting Agreement (RICHFIELD OIL & GAS Co), Voting Agreement (Stratex Oil & Gas Holdings, Inc.), Voting Agreement (Titan Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to Parent as follows:
Appears in 4 contracts
Samples: Voting and Support Agreement (Ares Management LLC), Voting Agreement (Cornerstone Therapeutics Inc), Voting Agreement (Cornerstone BioPharma Holdings, Ltd.)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent as followsfollows as to itself:
Appears in 4 contracts
Samples: Stockholders Agreement (Exult Inc), Stockholders Agreement (Hewitt Associates Inc), Support Agreement (R H Donnelley Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder hereby severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 4 contracts
Samples: Voting Agreement (Chippac Inc), Voting Agreement (Temasek Holdings LTD), Voting Agreement (Citigroup Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to the Company and Parent as follows:
Appears in 3 contracts
Samples: Voting Agreement (China TransInfo Technology Corp.), Voting Support Agreement (Harbin Electric, Inc), Voting Support Agreement (Harbin Electric, Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 3 contracts
Samples: Tender, Voting and Option Agreement (World Color Press Inc /De/), Tender, Voting and Option Agreement (Quebecor Printing Inc), Tender, Voting and Option Agreement (Quebecor Printing Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to the Parent as followsfollows in each case as of the date hereof:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hannaford Brothers Co), Voting Agreement (Empire Co LTD), Voting Agreement (Food Lion Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to Parent and Purchaser in respect of himself or itself as follows:
Appears in 3 contracts
Samples: Stockholders Agreement (Shorewood Packaging Corp), Stockholders Agreement (International Paper Co /New/), Stockholders Agreement (International Paper Co /New/)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to Parent as followsthat:
Appears in 3 contracts
Samples: Voting and Support Agreement (Sovos Brands, Inc.), Voting and Support Agreement (Campbell Soup Co), Voting Agreement (Palm Inc)
Representations and Warranties of Stockholders. Each Stockholder, individually and solely as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 2 contracts
Samples: Tender Agreement (L 3 Communications Corp), Tender Agreement (Aydin Corp)
Representations and Warranties of Stockholders. Each Stockholder represents and warrants, on behalf of him or herself only and not on behalf of any other Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as followsthat:
Appears in 2 contracts
Samples: Voting Agreement (HealthSpring, Inc.), Voting Agreement (Cigna Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to the Parent as follows:
Appears in 2 contracts
Samples: Stockholder Voting Agreement, Stockholder Voting Agreement (Ansys Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder jointly and severally and not jointly), hereby represents and warrants to Parent as followsto itself that:
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Great Atlantic & Pacific Tea Co Inc), Stockholder Voting Agreement (Pathmark Stores Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to Parent as followsand the Company that:
Appears in 2 contracts
Samples: Voting and Support Agreement (Costar Group Inc), Voting and Support Agreement (LoopNet, Inc.)
Representations and Warranties of Stockholders. Each StockholderStockholder hereby represents and warrants, as severally with respect to itself (severally itself/and not jointly), hereby represents and warrants to Parent and Purchaser the following as followsof the date hereof and the Closing:
Appears in 2 contracts
Samples: Equity Purchase and Voting Agreement (General Atlantic Partners LLC), Equity Purchase and Voting Agreement (Infogrames Entertainment Sa)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, and solely as followsto itself and its Covered Shares, as of the date hereof that:
Appears in 2 contracts
Samples: Merger Agreement (Rofin Sinar Technologies Inc), Merger Agreement (Coherent Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, as follows:
Appears in 2 contracts
Samples: Voting Agreement (Diligent Corp), Voting Agreement (Ionics Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder severally and not jointly), hereby represents and warrants to Parent as followsthat:
Appears in 2 contracts
Samples: Voting and Support Agreement (Barra Inc /Ca), Voting and Support Agreement (Morgan Stanley)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), The Stockholder hereby represents and warrants to the Parent with respect to himself, as follows:
Appears in 2 contracts
Samples: Share Exchange Agreement (Millennium Quest Inc), Share Exchange Agreement (Certified Technologies Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), The Stockholder hereby represents and warrants to Parent as follows:
Appears in 2 contracts
Samples: Tender and Support Agreement, Tender and Support Agreement (Cellular Dynamics International, Inc.)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent as follows:follows as to himself (severally and not jointly):
Appears in 2 contracts
Samples: Stockholders Agreement (Hewitt Associates Inc), Stockholders Agreement (Exult Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder jointly and severally and not jointly), hereby represents and warrants and covenants to Parent as follows:
Appears in 2 contracts
Samples: Voting Agreement (Micro Focus (US), Inc.), Voting Agreement (Netmanage Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (Stockholder hereby severally and not jointly), hereby represents and warrants to Parent and as follows:
Appears in 2 contracts
Samples: Company Shareholder Support Agreement (Ispat International Nv), Company Shareholder Support Agreement (International Steel Group Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants (severally but not jointly) to Parent as follows:
Appears in 2 contracts
Samples: Stockholder Support Agreement (Conexant Systems Inc), Stockholder Support Agreement (Acquicor Technology Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally jointly and not jointly)severally, hereby represents and warrants to Parent as follows:
Appears in 2 contracts
Samples: Tender Agreement (L 3 Communications Holdings Inc), Tender Agreement (Microdyne Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as followsParent:
Appears in 2 contracts
Samples: Voting Agreement (Hampshire Group LTD), Voting Agreement (Hampshire Group LTD)
Representations and Warranties of Stockholders. Each StockholderStockholder hereby represents and warrants, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 2 contracts
Samples: Stockholders’ Agreement (Idm Pharma, Inc.), Stockholders’ Agreement (Palo Alto Investors, LLC)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Hampshire Group LTD), Stockholders Proxy Agreement (World Access Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as followsthat:
Appears in 1 contract
Samples: Stockholder Agreement (SS&C Technologies Holdings Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (of the Stockholders severally and not jointly), jointly hereby represents and warrants to each of Parent and the Company as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each StockholderStockholder hereby severally, but not jointly, represents and warrants, as to itself (severally and not jointly)only, hereby represents and warrants to Parent as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent and Purchaser as follows:
Appears in 1 contract
Samples: Stockholder Support Agreement (FFG Merger Corporation, Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent Parent, as follows:of the date hereof, that, with respect to such Stockholder (and, with respect to Section 2.1, such Stockholder and the other Stockholders):
Appears in 1 contract
Samples: Voting and Support Agreement (Remy International, Inc.)
Representations and Warranties of Stockholders. Each Stockholder, as to itself Stockholder severally (severally and not jointly), hereby jointly or jointly and severally) represents and warrants to Parent as followsthat:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nationsrent Companies Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 1 contract
Samples: Stockholders Agreement (Premisys Communications Inc)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder hereby represents and warrants to Parent and the Company, severally and not jointly and severally, solely with respect to itself, as follows:
Appears in 1 contract
Samples: Voting Agreement (Lions Gate Entertainment Corp /Cn/)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby Stockholder represents and warrants to the Parent as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), hereby represents and warrants to Parent as follows:: SECTION 2.01.
Appears in 1 contract
Samples: Stockholders Proxy Agreement Stockholders Proxy Agreement (Telco Systems Inc /De/)
Representations and Warranties of Stockholders. Each StockholderStockholder hereby represents, as to itself (severally warrants and not jointly), hereby represents and warrants covenants to Parent as followsfollows with respect to such Stockholder:
Appears in 1 contract
Samples: Voting Agreement (Science Applications International Corp)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), Stockholder jointly hereby represents and warrants to Parent as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each Stockholder, Stockholder hereby severally (and only as to itself (severally and not jointly), hereby itself) represents and warrants to Parent and Purchaser as follows:
Appears in 1 contract
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), of the Stockholders hereby represents and warrants to Parent and Sub as follows:
Appears in 1 contract
Samples: Voting and Support Agreement (Quinpario Acquisition Corp.)
Representations and Warranties of Stockholders. Each Stockholder, as to itself (severally and not jointly), The Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, as follows:
Appears in 1 contract
