Common use of REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably apparent from the disclosure schedule) delivered by Parent to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 4 contracts

Samples: Merger Agreement (Netratings Inc), Merger Agreement (Netratings Inc), Merger Agreement (Netratings Inc)

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REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth with respect to a specifically identified representation and warranty on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably apparent from the disclosure schedule) delivered by Parent to the Company prior to simultaneously with the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 3 contracts

Samples: Merger Agreement (Gaylord Entertainment Co), Merger Agreement (Westinghouse Electric Corp), Merger Agreement (Westinghouse Electric Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably apparent from the disclosure schedule) delivered by the Parent and Sub to the Company prior to the execution of this Agreement (the "Parent Parent/Sub Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 3 contracts

Samples: Merger Agreement (Interwave Communications International LTD), Merger Agreement (Irvine Horace H Ii), Merger Agreement (Hadco Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except Parent and Sub jointly and severally represent and warrant to Company that, except as set forth on indicated in the disclosure schedule (each applicable section of which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably apparent from the disclosure schedule) delivered Disclosure Schedule furnished by Parent to the Company prior to the execution of this Agreement (the "Parent Buyer Disclosure Schedule"), Parent and Sub represent and warrant ) corresponding to the Company as followsSections and subsections set forth below:

Appears in 3 contracts

Samples: Merger Agreement (Aquent Inc), Merger Agreement (Renaissance Worldwide Inc), Merger Agreement (Renaissance Worldwide Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as expressly set forth on the disclosure schedule (each section with specific reference to the Section or Subsection of this Agreement to which qualifies both the correspondingly numbered representation information stated in such disclosure relates and warranty such other Sections or covenant Subsections to the extent specified therein and any a matter is disclosed in such a way as to make its relevance to such other numbered representations, warranties Section or covenants to the extent reasonably apparent from the disclosure scheduleSubsection readily apparent) delivered by Parent to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule")) or the Parent Filed SEC Documents, Parent represents and Sub represent and warrant warrants to the Company as follows:

Appears in 2 contracts

Samples: Merger Agreement (McLeodusa Inc), Merger Agreement (Caprock Communications Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on in the disclosure schedule (each with specific reference to the particular Section or subsection of this Agreement to which the information set forth in such disclosure schedule relates; provided, however, that any information set forth in one section of such disclosure schedule shall be deemed to apply to each other Section or subsection thereof to which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably its relevance is readily apparent from the disclosure scheduleon its face) delivered by Parent to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Merger Agreement (Overseas Shipholding Group Inc), Merger Agreement (Maritrans Inc /De/)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on in the disclosure schedule (each with specific reference to the particular Section or subsection of this Agreement to which the information set forth in such disclosure schedule relates; provided, however, that any information set forth in one section of such disclosure schedule shall be deemed to apply to each other Section or subsection thereof to which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent its relevance is reasonably apparent from the disclosure scheduleon its face) delivered by Parent to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Merger Agreement (Serologicals Corp), Merger Agreement (Millipore Corp /Ma)

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REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any such other numbered representations, representations and warranties or covenants to the extent a matter in such section is disclosed in such a way as to make its relevance to the information called for by such other representation and warranty or covenant reasonably apparent from the disclosure scheduleapparent) delivered by Parent to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Merger Agreement (Mp3 Com Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant disclosed in a document referring specifically to the extent specified therein representations and any other numbered representations, warranties or covenants in this Agreement which identifies by section number the section and subsection to the extent reasonably apparent from the which such disclosure schedule) relates and is delivered by Parent to the Company prior to simultaneous with the execution of this Agreement and is attached hereto (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Primus Knowledge Solutions Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on in the disclosure schedule (each with specific reference to the particular Section or subsection of this Agreement to which the information set forth in such disclosure schedule relates; provided, however, that any information set forth in one section of the Parent Disclosure Schedule shall be deemed to apply to each other section thereof or hereof to which qualifies both the correspondingly numbered representation and warranty or covenant to the extent specified therein and any other numbered representations, warranties or covenants to the extent reasonably its relevance is readily apparent from the disclosure scheduleon its face) delivered by Parent and Sub to the Company prior to the execution of this Agreement (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Merger Agreement (Orapharma Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB. Except as set forth on the disclosure schedule (each section of which qualifies both the correspondingly numbered representation and warranty or covenant disclosed ------------------------------------------------ in a document referring specifically to the extent specified therein representations and any other numbered representations, warranties or covenants in this Agreement which identifies by section number the section and subsection to the extent reasonably apparent from the which such disclosure schedule) relates and is delivered by Parent to the Company prior to simultaneous with the execution of this Agreement and is attached hereto (the "Parent Disclosure Schedule"), Parent and Sub represent and warrant to the Company as follows:

Appears in 1 contract

Samples: Merger Agreement (Primus Knowledge Solutions Inc)

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