Common use of REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB Clause in Contracts

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: Merger Agreement (Neomedia Technologies Inc), Merger Agreement (Neomedia Technologies Inc), Merger Agreement (Neomedia Technologies Inc)

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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: Merger Agreement (Majesco), Merger Agreement (Majesco), Merger Agreement (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 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: Merger Agreement, Merger Agreement (Charles River Laboratories International Inc), Merger Agreement (Charles River Laboratories International 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: Merger Agreement (Rock-Tenn CO), Merger Agreement (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 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: Merger Agreement, Merger Agreement (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 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: Merger Agreement (VERRA MOBILITY Corp), Merger Agreement (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 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: Merger Agreement (@Road, Inc), Merger Agreement (Trimble Navigation LTD /Ca/)

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: Merger Agreement (Fulgent Genetics, 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: Merger Agreement (Ribbon Communications Inc.)

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: Merger Agreement (Chart Industries Inc)

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

Samples: Merger Agreement (RetailMeNot, 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: Merger Agreement (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 areCompany, as of the date hereof, and will be, as of the Closing Date, true and correctfollows:

Appears in 1 contract

Samples: Merger Agreement (Amicus Therapeutics Inc)

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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: Merger Agreement (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 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: Merger Agreement (LiveXLive Media, 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, 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 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

Samples: Merger Agreement (Chase 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, that as of the date hereof, and will be, as of the Closing Date, true and correct:

Appears in 1 contract

Samples: Merger Agreement (Resolute Forest Products 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: Merger Agreement (Vertex Pharmaceuticals Inc / Ma)

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

Samples: Merger Agreement (Citrix Systems 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: Merger Agreement (Envision Healthcare Holdings, Inc.)

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