REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Dynegy Inc.), Agreement and Plan of Merger (Txu Corp /Tx/), Agreement and Plan of Merger (Hilton Hotels Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Clearview Cinema Group Inc), Agreement and Plan of Merger (CSC Holdings Inc), Agreement and Plan of Merger (Western National Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Con-Way Inc.), Agreement and Plan of Merger (XPO Logistics, Inc.), Agreement and Plan of Merger (Reed Elsevier PLC)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered by Parent and Merger Sub to the Company by Parent prior to entering into concurrently with the execution of this Agreement (the “Parent Acquiror Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Emageon Inc), Agreement and Plan of Merger (Emageon Inc), Agreement and Plan of Merger (AMICAS, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered by Parent to the Company concurrently with the execution and delivery by Parent prior to entering into and Merger Sub of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (El Paso Electric Co /Tx/), Agreement and Plan of Merger (Advisory Board Co), Agreement and Plan of Merger (Empire District Electric Co)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (McJunkin Red Man Corp), Agreement and Plan of Merger (Goldman Sachs Group Inc), Agreement and Plan of Merger (McJunkin Red Man Holding Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections section or subsections subsection of the disclosure letter delivered by Parent to the Company by Parent prior to entering into contemporaneously with the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Paramount Gold Nevada Corp.), Agreement and Plan of Merger (Coeur Mining, Inc.), Agreement and Plan of Merger (Paramount Gold & Silver Corp.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Jfax Com Inc), Agreement and Plan of Merger (Efax Com Inc), Agreement and Plan of Merger (Efax Com Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding -27- sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “"Parent Disclosure ----------------- Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent and Merger Sub each hereby represent represents and warrant warrants to the ------- Company that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (International Technology Corp), Agreement and Plan of Merger (Ohm Corp), Agreement and Plan of Merger (Ohm Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably readily apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Banta Corp), Agreement and Plan of Merger (RR Donnelley & Sons Co), Agreement and Plan of Merger (Banta Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except Parent and Merger Sub hereby jointly and severally represent and warrant to the Company, that except as set forth in the corresponding sections or subsections of the disclosure letter Parent Disclosure Letter delivered to the Company by Parent prior to entering into this Agreement (on the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company thatdate hereof:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Photronics Inc), Agreement and Plan of Merger (Macdonald James L), Agreement and Plan of Merger (Align Rite International Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), . Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RR Donnelley & Sons Co), Agreement and Plan of Merger (Bowne & Co Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter (subject to Section 9.12(c) of this Agreement) delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Simrad Yachting As), Agreement and Plan of Merger (Lowrance Electronics Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth disclosed in the corresponding sections or subsections of the disclosure letter delivered by Parent to the Company by Parent on or prior to entering into the date of this Agreement (the “Parent Disclosure Letter”) (it being agreed understood that disclosure of any item information set forth in any one section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any apply to each other section or subsection of this Agreement to which the relevance of such item extent that it is reasonably apparentapparent that such information is relevant to such other section or subsection), Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Amylin Pharmaceuticals Inc), Assumption Agreement (Bristol Myers Squibb Co)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Oerlikon Buhrle Usa Inc), Agreement and Plan of Merger (Abr Information Services Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of on the disclosure letter dated as of the date of this Agreement and delivered by Parent and Merger Sub to the Company by Parent on or prior to entering into the date of this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lyondell Chemical Co), Agreement and Plan of Merger (AI Chemical Investments LLC)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”“) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Icahn Enterprises L.P.), Agreement and Plan of Merger (Dynegy Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item disclosure is reasonably apparentapparent on its face), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Supervalu Inc), Agreement and Plan of Merger (Unified Grocers, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"PARENT DISCLOSURE LETTER"), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clearview Cinema Group Inc), Agreement and Plan of Merger (Augat Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent on or prior to entering into this Agreement (the “Parent Disclosure LetterSchedule”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vintage Petroleum Inc), Agreement and Plan of Merger (Occidental Petroleum Corp /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by the Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of ), the Parent Disclosure Letter shall be deemed disclosure with respect hereby represents and warrants to any other section or subsection to which the relevance of such item is reasonably apparent), Parent Company and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Compex Technologies Inc), Agreement and Plan of Merger (Encore Medical Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CSC Holdings LLC), Agreement and Plan of Merger (Lifeline Systems, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to or concurrently with entering into this Agreement (the “Parent Disclosure Letter” and together with the Company Disclosure Letter, collectively, the “Disclosure Letters”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Life Sciences Research Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding referenced sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Blackhawk Network Holdings, Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby Sub, jointly and severally, represent and warrant to the Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparentreadily apparent on its face), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Matrixx Initiatives Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection of this Section 5.2 to which the relevance of such item is reasonably apparentapparent on its face), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter Disclosure Letter delivered by Parent and Merger Sub to the Company by Parent prior to entering into the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that ), which identifies items of disclosure of any item in any section by reference to a particular Section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent)this Agreement, Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter Disclosure Letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “"Parent Disclosure Letter”) "), (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) ), (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections section of the disclosure letter Disclosure Letter delivered by Parent and Merger Sub to the Company by Parent prior to entering into the execution of this Agreement (the “"Parent Disclosure Letter”") (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect and subject to any other section or subsection to which the relevance of such item is reasonably apparentSection 9.13 hereof), ------------------------ Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections section or subsections subsection of the disclosure letter Disclosure Letter delivered by Parent to the Company by Parent immediately prior to entering into the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sierra Monitor Corp /Ca/)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth disclosed in a document referring specifically to the corresponding sections or subsections of representations and warranties in this Agreement that identify by section number the section and subsection to which such disclosure letter delivered relates and is supplied by Parent and Merger Sub to the Company by Parent prior to entering into this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparentSchedule"), Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Epic Design Technology Inc /Ca/)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections section or subsections subsection of the disclosure letter Disclosure Letter delivered by Parent to the Company by Parent prior to entering into the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and the Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Wagering Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except Except, subject to Section 9.03(g), as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Buffalo Wild Wings Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as ------------------------------------------------------- set forth in the corresponding sections or subsections of the disclosure letter letter, dated the date of this Agreement, delivered by Parent to the Company by Parent prior to entering into this Agreement (the “"Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent"), Parent Parent, on behalf of itself and Merger Sub each hereby represent Sub, ------------------------- represents and warrant warrants to the Company that:
Appears in 1 contract
Samples: Stockholder Agreement (Alza Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered by Parent to the Company by Parent prior to entering into the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections section or subsections subsection of the disclosure letter Disclosure Letter delivered by Parent to the Company by Parent immediately prior to entering into the execution of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and the Merger Sub each hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), each of Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Command Security Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section on or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:prior
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ballard Medical Products)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of on the disclosure letter dated as of the date of this Agreement and delivered by Parent and Merger Sub to the Company by Parent on or prior to entering into the date of this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby jointly and severally represent and warrant to the Company thatas follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to to, and only with respect to, any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent represents and warrant warrants to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Idenix Pharmaceuticals Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB. Except Subject to Section 9.11(c), except as set forth in the corresponding sections or subsections of the disclosure letter delivered to the Company by Parent prior to at the time of entering into this Agreement (the “Parent Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Parent Disclosure Letter shall be deemed disclosure with respect to any other section or subsection to which the relevance of such item is reasonably apparent), Parent and Merger Sub each hereby represent and warrant to the Company that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dobson Communications Corp)
