Parent’s Representations. Parent hereby represents and warrants to the Administrative Agent and the Lenders, as follows:
Parent’s Representations. All representations and warranties made by Parent and Merger Sub in this Agreement or any certificate or other writing delivered by Parent, Merger Sub or any of their respective Affiliates pursuant hereto or in connection herewith shall survive the Closing and any investigation at any time made by or on behalf of the Company and shall terminate on the first anniversary of the Closing Date (except that Company claims pending on the first anniversary of the Closing Date shall continued until resolved). The covenants made by the Parent in this Agreement or any certificate or other writing delivered by the Parent, Merger Sub and their respective Affiliates pursuant hereto or in connection herewith shall survive the Closing and any investigation at any time made by or on behalf of the Company.
Parent’s Representations. The Parent represents and warrants to each of the Stockholders that the Parent has duly authorized, executed and delivered this Agreement and this Agreement is a valid and binding agreement, enforceable against the Parent in accordance with its terms.
Parent’s Representations. Parent hereby represents and warrants to each Shareholder as follows: (i) the execution, delivery and performance by Parent of this Agreement and the consummation by Parent of the transactions contemplated hereby are within the corporate powers of Parent and have been duly authorized by all necessary corporate action, and (ii) this Agreement constitutes a valid and binding agreement of Parent.
Parent’s Representations. Parent hereby represents, warrants and acknowledges and agrees with the following:
Parent’s Representations. Article 9
Parent’s Representations. Article 9 Other Provisions 9.1 Termination Events 9.2 Notices 9.3 Entire Agreement 9.4 Assignability 9.5 Validity 9.6 Specific Performance 9.7 Governing Law 9.8 Counterparts AGREEMENT AND PLAN OF MERGER ---------------------------- Agreement and Plan of Merger, dated as of July 30, 1998 (the "Agreement"), by and among CACI International Inc, a Delaware corporation ("Parent"), CACI Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent, ("Merger Sub") and QuesTech, Inc., a Virginia corporation (the "Company"). Merger Sub and the Company together are sometimes referred to herein as the "Constituent Corporations."
Parent’s Representations. All representations and warranties made by Parent and Federal in this Agreement or any certificate or other writing delivered by Parent, Federal or any of their respective Affiliates pursuant hereto or in connection herewith shall terminate at the Closing. The covenants made by Parent or Federal in this Agreement or any certificate or other writing delivered by Parent or Federal or any of their respective Affiliates pursuant hereto or in connection herewith shall survive the Closing and any investigation at any time made by or on behalf of ATS or the Stockholders.
Parent’s Representations. All representations and warranties made by Parent, Federal and Acquisition Sub in this Agreement or any certificate or other writing delivered by Parent, Federal, Acquisition Sub or any of their respective Affiliates pursuant hereto or in connection herewith shall survive the Closing and any investigation at any time made by or on behalf of Premier and shall terminate on the later of the date when all amounts that may become payable pursuant to Section 2.4.4 are either paid in full or cease to have the potential to become payable (except that Premier claims pending on such date shall continue until resolved) or on the date which is 18 months after the Closing Date (except that Indemnified Party claims pending on such date continue until resolved). The covenants made by Parent, Federal or Acquisition Sub in this Agreement or any certificate or other writing delivered by Premier or any of its Affiliates pursuant hereto or in connection herewith shall survive the Closing and any investigation at any time made by or on behalf of Premier.
Parent’s Representations. The representations and warranties of Parent and Merger Subs set forth in this Agreement, or in any certificate or other instrument required to be delivered by Parent or Merger Subs pursuant to this Agreement, shall terminate at the Effective Time, other than Section 4.1, Section 4.3 and Section 4.7, which shall survive shall survive the Closing and the Effective Time and remain in full force and effect until 30 days after the expiration of the statutes of limitations (including extensions thereof) applicable to the matters referenced therein. In the event of fraud or intentional misrepresentation of or by Parent or Merger Subs with respect to any representation or warranty set forth in this Agreement or certificate described above, such representation or warranty shall survive indefinitely.
