List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Powerschool Holdings, Inc.), Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Kaleyra, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party. The Company has made available to Parent a true and complete copy of each Material Contract as in effect as of the date of this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (Enova International, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Employee Plans and Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to Parent.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (R1 RCM Inc. /DE), Agreement and Plan of Merger (R1 RCM Inc. /DE), Agreement and Plan of Merger (EngageSmart, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party. Prior to the date of this Agreement, the Company has made available to the Purchaser complete and correct copies of all of the Material Contracts.
Appears in 3 contracts
Samples: Registration Rights Agreement (Comscore, Inc.), Registration Rights Agreement (Comscore, Inc.), Registration Rights Agreement (Comscore, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cvent Inc), Agreement and Plan of Merger (Tibco Software Inc)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter). A copy of each Material Contract set forth in Section 3.13(a) of the Company Disclosure Letter has been made available to Parent prior to the date of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Linkedin Corp), Agreement and Plan of Merger
List of Material Contracts. Section 3.13(a3.12(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party, and the Company has made available to Parent (or Parent’s outside counsel), or publicly filed with the SEC, true, correct and complete copies of each Material Contract.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Haynes International Inc), Agreement and Plan of Merger (Haynes International Inc)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreementthe definition of Material Contract and any Material Contracts listed in Section 3.14(b), to which Section 3.14(c) or Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Monotype Imaging Holdings Inc.), Agreement and Plan of Merger (Nutraceutical International Corp)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Employees Plans and Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vista Equity Partners Fund Viii, L.P.), Agreement and Plan of Merger (Duck Creek Technologies, Inc.)
List of Material Contracts. Section 3.13(a3.14(b) of the Company Disclosure Letter contains a true, correct complete and complete accurate list of all Material Contracts, as in effect Contracts as of the date of this AgreementAgreement Date, to or by which the Company or any of its Subsidiaries is a partyparty or is bound, and identifies each subsection of Section 3.14(a) that describes such Material Contract.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tessco Technologies Inc), Agreement and Plan of Merger (Tufin Software Technologies Ltd.)
List of Material Contracts. Section 3.13(a3.14(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract), each of which has been made available by the Company to Parent prior to the date hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ginkgo Bioworks Holdings, Inc.), Agreement and Plan of Merger (Zymergen Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Employee Plans, and Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carrols Restaurant Group, Inc.), Agreement and Plan of Merger (Restaurant Brands International Limited Partnership)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vitamin Shoppe, Inc.), Agreement and Plan of Merger (Liberty Tax, Inc.)
List of Material Contracts. Section 3.13(a4.12(a) of the Company Disclosure Letter contains a true, correct true and complete list of all Material ContractsContracts (except for Employee Plans or as set forth on Section 4.18(a) of the Company Disclosure Letter), as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Darden Restaurants Inc), Agreement and Plan of Merger (Chuy's Holdings, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party. Prior to the date of this Agreement, the Company has made available to Purchaser complete and correct copies of all of the Material Contracts.
Appears in 2 contracts
Samples: Purchase Agreement (Fluidigm Corp), Purchase Agreement (Fluidigm Corp)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a3.12(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries is a partyparty or bound. The Company has made available to Parent true and complete unredacted copies of all Material Contracts in effect as of the date hereof.
Appears in 1 contract
List of Material Contracts. Section 3.13(a3.14(a) of the Company Disclosure Letter contains a true, correct complete and complete accurate list of all Material Contracts, as in effect Contracts as of the date of this Agreementhereof, to or by which the Company or any of its Subsidiaries is a partyparty or is bound, and identifies each subsection of Section 3.14(a) that describes such Material Contract.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Castlight Health, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a2.13(b) of the Company Disclosure Letter contains a true, correct complete and complete accurate list of all Material Contracts, as in effect Contracts as of the date of this Agreementhereof, to or by which the Company or any of its Subsidiaries is a partyparty or is bound, and identifies each subsection of Section 2.13(a) that describes such Material Contract.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent, or any has been publicly made available in the Electronic Data Gathering, Analysis, and Retrieval (XXXXX) database of its Subsidiaries is a partythe SEC.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date hereof of this Agreement, all Material Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.20(a) of the Company Disclosure Letter). A copy of each Material Contract set forth in Section 3.13(a) of the Company Disclosure Letter has been made available to Parent prior to the date of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)
List of Material Contracts. Section 3.13(a3.14(b) of the Company Disclosure Letter contains a true, correct complete and complete accurate list of all Material Contracts, as in effect Contracts as of the date of this Agreementhereof, to or by which the Company or any of its Subsidiaries is a partyparty or is bound, and identifies each subsection of Section 3.14(a) that describes such Material Contract.
Appears in 1 contract
List of Material Contracts. Section 3.13(a5.12(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries Group is a partyparty or is bound (other than any Employee Plans and Material Contracts contemplated by clause (i) of the definition of Material Contract) and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Revance Therapeutics, Inc.)
List of Material Contracts. Section 3.13(a3.15(a) of the Company Disclosure Letter contains a true, correct and complete list listing of all Material ContractsContracts described in clauses (i) through (xiii) below to which, as in effect as of the date of this Agreement, to which Agreement the Company or any of its the Company’s Subsidiaries is a partyparty or by which they are bound, other than an Employee Plan (collectively, the “Material Contracts”). True, correct and complete copies of the Material Contracts have previously been delivered to or made available to Parent or its agents or representatives, together with all material amendments thereto.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach such Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries Group is a partyparty or is bound as of Table of Contents the date hereof (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a party.party or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.19(a) of the Company Disclosure Letter). The Company has made available to Parent, or publicly filed with the SEC, a true, correct and complete copy of each Material Contract required to be scheduled in Section 3.13(a) of the Company Disclosure Letter. Table of Contents
Appears in 1 contract
Samples: Agreement and Plan of Merger (Electronics for Imaging Inc)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries is a partyparty or is bound.
Appears in 1 contract
List of Material Contracts. Section 3.13(a3.14(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.20(a) of the Company Disclosure Letter).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Del Frisco's Restaurant Group, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date hereof of this Agreement, all Material Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract). A copy of each Material Contract set forth in Section 3.13(a) of the Company Disclosure Letter has been made available to Parent prior to the date of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Activision Blizzard, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries Group is a partyparty or is bound as of December 11, 2020 (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to the Parent Entities.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreementthe definition of Material Contract), and a true, correct and complete copy of each Material Contract has been made available to which the Company or any of its Subsidiaries is a partyParent.
Appears in 1 contract
Samples: Agreement and Plan of Merger
List of Material Contracts. Section 3.13(a3.12(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atlas Technical Consultants, Inc.)
List of Material Contracts. Section 3.13(a3.15(a) of the Company Disclosure Letter contains a true, correct and complete list listing of all Material ContractsContracts described in clauses (i) through (xiv) below to which, as in effect as of the date of this Agreement, to which Agreement the Company or any of its the Company’s Subsidiaries is a partyparty or by which they are bound, other than an Employee Plan. True, correct and complete copies of the Contracts listed on Section 3.15(a) of the Company Disclosure Letter have previously been delivered to or made available to Parent or its agents or representatives, together with all material amendments thereto.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to which the Company or any of its Subsidiaries is a party.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Instructure Holdings, Inc.)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries is a partyparty or is bound (other than any Material Contracts contemplated by clause (i) of the definition of Material Contract). The Company has made available to Parent true and complete copies of all Material Contracts, including any amendments thereto.
Appears in 1 contract
List of Material Contracts. Section 3.13(a3.14(b) of the Company Disclosure Letter contains a true, correct complete and complete accurate list of all Material Contracts, as in effect Contracts as of the date Agreement Date (other than Contracts contemplated by clause (i) of this Agreementthe definition of Material Contract and which are listed in the Exhibit Index to the Company’s Annual Report on Form 10-K filed by the Company with the SEC for the fiscal year ended December 31, 2022), to or by which the Company or any of its Subsidiaries is a partyparty or is bound, and identifies each subsection of Section 3.14(a) that describes such Material Contract.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fathom Digital Manufacturing Corp)
List of Material Contracts. Section 3.13(a3.12(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material ContractsContracts (except for Employee Plans or as set forth on Section 3.18(a) of the Company Disclosure Letter), as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Darden Restaurants Inc)
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound as of the date hereof (other than any Material Contracts contemplated by clause (a) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, Contracts to or by which the Company or any of its Subsidiaries is a partyparty or is bound as of the date hereof (other than any Material Contracts contemplated by clause (a) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a true, correct and complete copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to which the Company or any of its Subsidiaries is a party. A copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this Agreement, to or by which the Company or any of its Subsidiaries Group is a party.party or is bound (other than any Employee Plans and Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a copy of each Material Contract has been made available to Parent. (b)
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect as of the date of this the Original Agreement, to or by which the Company or any of its Subsidiaries Group is a partyparty or is bound (other than any Employee Plans and Material Contracts contemplated by clause (i) of the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company Disclosure Letter), and a copy of each Material Contract has been made available to Parent.
Appears in 1 contract
List of Material Contracts. Section 3.13(a) of the Company Disclosure Letter contains a true, correct and complete list of all Material Contracts, as in effect Contracts to or by which the Company Group is a party or is bound as of the date hereof (other than any Material Contracts contemplated by clause (i) of this Agreement, to which the definition of Material Contract and any Material Contracts listed in Section 3.18(a) of the Company or any Disclosure Letter), and a true, correct and complete copy of its Subsidiaries is a partyeach Material Contract has been made available to the Parent Entities.
Appears in 1 contract
