REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders as follows:
Appears in 33 contracts
Samples: Tender and Support Agreement (Raging Capital Management, LLC), Tender and Support Agreement (Microsemi Corp), Tender and Support Agreement (Vitesse Semiconductor Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent ------------------------------------------------------ and Purchaser herebyPurchaser, jointly and severally, represents represent and warrants warrant to the Stockholders Shareholder as follows:
Appears in 18 contracts
Samples: Tender and Voting Agreement (Durakon Industries Inc), Tender and Voting Agreement (Lpiv Acquisition Corp), Stock Tender and Voting Agreement (Lpiv Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders Stockholder as follows:
Appears in 14 contracts
Samples: Support Agreement (Pharmacyclics Inc), Support Agreement (AbbVie Inc.), Support Agreement (OCM Principal Opportunities Fund IV, LP)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders Stockholder as follows:
Appears in 12 contracts
Samples: Stock Tender Agreement (Exco Resources Inc), Stock Tender Agreement (Nce Acquisition Inc), Stock Tender Agreement (Nuon Energy & Water Investments Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, hereby severally but not jointly and severally, represents and warrants to the Stockholders Stockholder as to itself as follows:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Puerto Rican Cement Co Inc), Transaction Support Agreement (Cemex Sa De Cv), Transaction Support Agreement (Cemex Sa De Cv)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders as follows:
Appears in 9 contracts
Samples: Tender and Support Agreement (Swedish Orphan Biovitrum AB (Publ)), Share and Voting Agreement (Volcom Inc), Stockholder Agreement (Glazer Malcolm I)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser herebyPurchaser, jointly and severally, hereby represents and warrants to the Stockholders Stockholder as follows:
Appears in 7 contracts
Samples: Stockholder Support Agreement (Etrials Worldwide Inc.), Stockholder Support Agreement (Bio Imaging Technologies Inc), Stockholder Support Agreement (Merge Healthcare Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser herebyPurchaser, jointly and severally, hereby represents and warrants to the Stockholders each Stockholder as follows:
Appears in 6 contracts
Samples: Tender and Voting Agreement (Open Text Corp), Tender and Support Agreement (Teva Pharmaceutical Industries LTD), Tender and Support Agreement (Kenexa Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders each Stockholder as follows:
Appears in 6 contracts
Samples: Tender and Support Agreement (Viatris Inc), Tender and Support Agreement (Oyster Point Pharma, Inc.), Tender and Support Agreement (New Enterprise Associates 14, L.P.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents represent and warrants warrant to the Stockholders Stockholder as follows:
Appears in 5 contracts
Samples: Support and Exchange Agreement (D&b Acquisition Sub Inc), Voting Agreement (Kc Holding Corp), Voting Agreement (Lerdal Mark D)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, each hereby jointly and severally, severally represents and warrants to the Stockholders Stockholder as follows:
Appears in 5 contracts
Samples: Tender and Support Agreement (Verizon Communications Inc), Tender and Support Agreement (Verizon Communications Inc), Tender and Support Agreement (Verizon Communications Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby------------------------------------------------------ Purchaser, jointly and severally, represents represent and warrants warrant to the Stockholders Shareholder as follows:
Appears in 4 contracts
Samples: And Voting Agreement (Lpiv Acquisition Corp), And Voting Agreement (Durakon Industries Inc), Stock Tender and Voting Agreement (Steel of West Virginia Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly severally and severallynot jointly, represents and warrants to the Stockholders Stockholder as follows:
Appears in 4 contracts
Samples: Tender and Support Agreement (Cougar Biotechnology, Inc.), Tender and Support Agreement (Johnson & Johnson), Tender and Support Agreement (Johnson & Johnson)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser herebyhereby represents and warrants to the Stockholders, jointly and severally, represents and warrants to the Stockholders as follows:
Appears in 4 contracts
Samples: Stockholders’ Agreement (Safenet Inc), Stockholders’ Agreement (Safenet Inc), Stockholders Agreement (Vixel Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders each Stockholder as follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Volt Information Sciences, Inc.), Tender and Support Agreement (Satsuma Pharmaceuticals, Inc.), Voting Agreement (Landacorp Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders Stockholder as follows:
Appears in 2 contracts
Samples: Form of Tender Agreement (Circuit City Stores Inc), Form of Tender Agreement (Circuit City Stores Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (NDC Automation Inc), Voting Agreement (Code Hennessy & Simmons Ii Lp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser herebyPurchaser, jointly and severally, hereby represents and warrants to the Stockholders Stockholder as follows:
Appears in 2 contracts
Samples: Tender and Support Agreement (Haemonetics Corp), Tender and Support Agreement (Victory Park Capital Advisors, LLC)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly hereby represent and severally, represents and warrants warrant to the Stockholders each Shareholder as follows:
Appears in 2 contracts
Samples: Stock Voting and Tender Agreement (Travel Services International Inc), Stock Voting and Tender Agreement (Airtours PLC)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders Stockholder as follows:
Appears in 2 contracts
Samples: Tender and Support Agreement (Stemline Therapeutics Inc), Tender and Support Agreement (Swedish Orphan Biovitrum AB (Publ))
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each ------------------------------------------------------ of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders as follows:
Appears in 2 contracts
Samples: Stock Tender Agreement (Armstrong World Industries Inc), Stock Tender Agreement (Armstrong World Industries Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and ------------------------------------------------------ Purchaser hereby, jointly hereby represent and severally, represents and warrants warrant to the Stockholders each Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders each Stockholder as follows:
Appears in 1 contract
Samples: Tender and Support Agreement (Ocera Therapeutics, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent ------------------------------------------------------ and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders as follows:
Appears in 1 contract
Samples: Stockholder Agreement (United Technologies Corp /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders Shareholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents and warrants to the Stockholders Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of ------------------------------------------------------ Parent and Purchaser hereby, jointly and severally, hereby represents and warrants to the Stockholders Stockholder as follows:
Appears in 1 contract
Samples: Exhibit 1 (Berglass Robert H)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly hereby each represent and severally, represents and warrants warrant to the Stockholders Stockholder as follows:
Appears in 1 contract
Samples: Tender and Support Agreement (EndoChoice Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents severally represent and warrants warrant to the Stockholders as followsShareholder (and acknowledge that the Shareholder is relying on these representations and warranties in completing the transactions contemplated hereby) the matters set out below:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser hereby, jointly and severally, represents represent and warrants warrant to each of the Stockholders as of the date hereof as follows:
Appears in 1 contract
Samples: Shareholders’ Agreement (Cypress Communications Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Each of Parent and Purchaser Sub hereby, jointly and severally, represents and warrants to the Stockholders Stockholder as follows:
Appears in 1 contract
