REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, and will be, as of the Closing Date, true and correct:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Neomedia Technologies Inc), Agreement and Plan of Merger (Neomedia Technologies Inc), Agreement and Plan of Merger (BSD Software Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub hereby jointly and severally represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, hereof and will be, as of the Closing Date, true and correctDate as follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Charles River Laboratories International Inc), Agreement and Plan of Merger (Charles River Laboratories International Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement Each of the Company to enter into this Agreement, Buyer and the Merger Sub represent hereby represents and warrant warrants to the Company as follows, which representations and warranties areCompany, as of the date hereof, of this Agreement and will be, as of the Closing DateClosing, true and correctas follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (InsPro Technologies Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Shareholder and the Company as follows, which representations and warranties arePayees that, as of the date hereof, hereof and will be, as of the Closing Date, true and correct:
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Organogenesis Holdings Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub each represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, of this Agreement and will be, as of the Closing Date, true and correctas follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trimble Navigation LTD /Ca/), Agreement and Plan of Merger (@Road, Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub hereby represent and warrant to the Company as follows, which representations and warranties arethe Stockholders, as of the date hereof, hereof and will be, as of the Closing Date, true and correctas follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rock-Tenn CO), Agreement and Plan of Merger (Rock-Tenn CO)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, of this Agreement and will be, as of the Closing Date, true and correctClosing:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (VERRA MOBILITY Corp), Agreement and Plan of Merger (PTC Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, hereof and will be, as of the Closing Date, true and correctDate as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Envision Healthcare Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of Except as set forth in the Company to enter into this AgreementSchedules, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, of this Agreement and will be, as of the Closing Date, true and correctas follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ribbon Communications Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of to the Company to enter into this Agreement, Buyer and the Merger Sub hereby represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, and will be, as of the Closing Date, true and correctthis Agreement that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of Except as set forth in the Company Schedules to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, hereof and will be, as of the Closing Date, true and correctDate as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chart Industries Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, hereof and will be, as of the Closing Date, true and correct:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Caliper Life Sciences Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties areCompany, as of the date hereof, and will be, as of the Closing Date, true and correctfollows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Amicus Therapeutics Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub hereby represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, and will be, Effective Date as of the Closing Date, true and correctfollows:
Appears in 1 contract
Samples: Acquisition Agreement and Plan of Merger (Envestnet, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties areCompany, as of the date hereof, hereof and will be, as of the Closing Date, true and correct:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Vertex Pharmaceuticals Inc / Ma)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement Each of Buyer and Merger Sub hereby represents and warrants as of the Company Agreement Date and as of the Closing Date (except to enter into this Agreement, Buyer and the Merger Sub represent and warrant extent any such representation or warranty expressly relates to a different date (in which case as of such date)) to the Company as follows, which representations and warranties are, as of the date hereof, and will be, as of the Closing Date, true and correct:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fulgent Genetics, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub hereby represent and warrant to the Company as follows, which representations and warranties areCompany, as of the date hereof, of this Agreement and will be, as of the Closing DateClosing, true and correctthat:
Appears in 1 contract
Samples: Agreement and Plan of Merger (International Game Technology)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, of this Agreement and will be, as of the Closing DateDate (unless the particular statement speaks expressly as of another date, true in which case Buyer and correctMerger Sub represent and warrant to the Company as of such other date) as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primoris Services Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties are, as of the date hereof, Agreement Date and will be, as of the Closing Date, true and correctas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of To induce the Company to enter into this Agreement and consummate the transactions contemplated by this Agreement, Buyer and the Merger Sub represent and warrant to the Company as follows, which representations and warranties areCompany, as of the date hereof, of this Agreement and will be, as of the Closing DateClosing, true and correctas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB. As an inducement of the Company to enter into this Agreement, Buyer and the Merger Sub hereby represent and warrant to the Company as follows, which representations and warranties areCompany, as of the date hereof, Agreement Date and will be, as of the Closing DateClosing, true and correctas follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (LiveXLive Media, Inc.)
