REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary represent and warrant to the Company as follows:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Merck & Co Inc), Agreement and Plan of Merger (Provantage Health Services Inc), Agreement and Plan of Merger (Shopko Stores Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule corresponding sections or subsections of the Parent and Merger Subsidiary hereto Disclosure Schedule attached to this Agreement (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary hereby, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Correctional Services Corp), Agreement and Plan of Merger (Capital Re Corp), Agreement and Plan of Merger (Youth Services International Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except Subject to Section 11.05, except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary Subsidiary, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sizmek Inc.), Agreement and Plan of Merger (Sizmek Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule Parent Disclosure Schedules delivered by Parent to the Company on the Agreement Date (the “Parent Disclosure Schedules”), each of Parent and Merger Subsidiary hereto (the "and Parent Disclosure Schedule"), Parent represents and Merger Subsidiary represent and warrant warrants to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SolarWinds, Inc.), Agreement and Plan of Merger (SolarWinds, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth otherwise disclosed to Company in the disclosure schedule of schedules delivered to Company by Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule")Subsidiary, Parent and Merger Subsidiary Subsidiary, jointly and severally, represent and warrant to Company and the Company as followsShareholder that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dolphin Digital Media Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule")Subsidiary, Parent jointly and Merger Subsidiary severally, hereby represent and warrant to the Company that, except as followsset forth in the Disclosure Schedule delivered by Parent to Company on the date hereof ("PARENT DISCLOSURE SCHEDULE") which Parent Disclosure Schedule made part hereof, which, among other things sets forth exceptions to the representations and warranties contained in this Article IV under the captions referencing the Sections to which such exception applies:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Trimedia Entertainment Group Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule")Subsidiary, Parent jointly and Merger Subsidiary severally, hereby represent and warrant to the Company that except as followsset forth in the Disclosure Schedule delivered by Parent to Company on the date hereof ("Parent Disclosure Schedule") which Parent Disclosure Schedule sets for the exceptions to the representations and warranties contained in this Article IV under the captions referencing the Sections to which such exception applies:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Turbodyne Technologies, Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule of delivered by Parent and Merger Subsidiary hereto to the Company on the date hereof (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary Subsidiary, jointly and severally, hereby represent and warrant to the Company as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule Parent Disclosure Schedules delivered by Parent to the Company on the Agreement Date (the “Parent Disclosure Schedules”), each of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule"), Parent represents and Merger Subsidiary represent and warrant warrants to the Company as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except Subject to Section 10.05, except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary Subsidiary, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Xerium Technologies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except as set forth in the disclosure schedule corresponding sections or subsections of the Parent and Merger Subsidiary hereto Disclosure Schedule delivered to the Company in connection with the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary hereby, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY. Except Subject to Section 12.05, except as set forth in the disclosure schedule of Parent and Merger Subsidiary hereto (the "Parent Disclosure Schedule"), Parent and Merger Subsidiary Subsidiary, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 1 contract
