REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:
Appears in 132 contracts
Samples: Securities Exchange Agreement (Sustainable Projects Group Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Ixia)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsthat:
Appears in 127 contracts
Samples: Agreement and Plan of Merger (CERNER Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Alexion Pharmaceuticals, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:
Appears in 89 contracts
Samples: Tender and Support Agreement (Sequans Communications), Agreement and Plan of Merger, Agreement and Plan of Merger (Cheniere Energy Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as followsthat:
Appears in 14 contracts
Samples: Agreement and Plan of Merger (Textainer Group Holdings LTD), Agreement and Plan of Merger (Triton International LTD), Agreement and Plan of Merger (Adc Telecommunications Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:
Appears in 13 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Triumph Bancorp, Inc.), Agreement and Plan of Merger (Triumph Bancorp, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Assisted Living Concepts Inc), Agreement and Plan of Merger (Summit America Television Inc /Tn/), Agreement and Plan of Merger (Bottomline Technologies Inc /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsof the date hereof that:
Appears in 8 contracts
Samples: Exchange Agreement (Woodgate Energy Corp), Exchange Agreement (Woodgate Energy Corp), Exchange Agreement (Woodgate Energy Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Subject Company as follows:
Appears in 7 contracts
Samples: 1 Agreement and Plan of Merger (Wells Fargo & Co), Agreement and Plan of Merger (Baybanks Inc), Agreement and Plan of Merger (First Interstate Bancorp /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Except as Previously Disclosed, Parent hereby represents and warrants to the Company as follows:
Appears in 6 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Byline Bancorp, Inc.), Agreement and Plan of Merger (FCB Financial Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. As an inducement to the Company to enter into this Agreement, Parent represents and warrants to the Company as follows:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Boulder Specialty Brands, Inc.), Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows, except as set forth in the Parent Disclosure Letter:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bancwest Corp/Hi), Agreement and Plan of Merger (Community First Bankshares Inc), Agreement and Plan of Merger (Commercial Federal Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows, except as disclosed in the Parent Disclosure Memorandum:
Appears in 4 contracts
Samples: Agreement and Plan of Acquisition (Landmark Land Co Inc/De), Agreement and Plan of Merger (Intervu Inc), Agreement and Plan of Merger (Akamai Technologies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Subject to Section 11.05, Parent represents and warrants to the Company as followsthat:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (BTRS Holdings Inc.), Agreement and Plan of Merger (Cytec Industries Inc/De/), Agreement and Plan of Merger (ChyronHego Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Shareholders as follows:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Ashland Global Holdings Inc), Yptel Agreement (Advanced Communications Group Inc/De/), Amended and Restated Yptel Agreement (Advanced Communications Group Inc/De/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company that, except as followsdisclosed in the Parent SEC Documents:
Appears in 3 contracts
Samples: Merger and Share Exchange Agreement (BGS Acquisition Subsidiary, Inc.), Merger and Share Exchange Agreement (BGS Acquisition Corp.), Merger and Share Exchange Agreement (China VantagePoint Acquisition Co)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Purchaser jointly and severally represent and warrant to the Company as follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Intersil Corp/De), Agreement and Plan of Merger (On Semiconductor Corp), Agreement and Plan of Merger (California Micro Devices Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and Company Sub as follows:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CIPAR Inc.), Agreement and Plan of Merger (Graco Inc), Agreement and Plan of Merger (Cohesant Technologies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Company as follows:
Appears in 3 contracts
Samples: Iv Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Cmi Corp), Agreement and Plan of Merger (Terex Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Sub, jointly and severally, represent and warrant to the Company as followsthat:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mueller Industries Inc), Agreement and Plan of Merger (Tecumseh Products Co), Agreement and Plan of Merger (Tecumseh Products Co)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Owner as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Allion Healthcare Inc), Agreement and Plan of Merger (Allion Healthcare Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as followsthat:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Doubleclick Inc), Agreement and Plan of Merger and Reorganization (Netcreations Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and to the Holders, as of the Effective Time, as follows:
Appears in 2 contracts
Samples: Acquisition Agreement, Acquisition Agreement (Marika Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to to, and agrees with, the Company as follows:
Appears in 2 contracts
Samples: Merger Agreement (Penn Treaty American Corp), Merger Agreement (Health Insurance of Vermont Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement of Merger (Metro Tel Corp), Agreement and Plan of Merger (Eco Form International Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent represents and warrants to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Liveperson Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Sub jointly and severally represent and warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ventas Inc), Agreement and Plan of Merger (Eldertrust)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Acquisition hereby jointly and severally represent and warrant to the Company as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Nortel Networks Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows, with the knowledge and understanding that the Company is relying on such representations and warranties:
Appears in 1 contract
Samples: Robotic Vision Systems Inc
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants warrants, to the Company as followsCompany:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and Owners as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Renal Care Group Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Shareholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent represents Companies hereby represent and warrants warrant to the Company as followsthat:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Affiliated Computer Services Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsCompany:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company Company, as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mandalay Media, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Subject Company as follows:: 4.1
Appears in 1 contract
Samples: Agreement and Plan of Merger (Great Western Financial Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Company Stockholder as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Solutionsamerica Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Members as follows:
Appears in 1 contract
Samples: Securities Exchange Agreement (VirtualScopics, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and each Selling Member as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as follows:: Section 3.1
Appears in 1 contract
Samples: Conformed Copy Agreement and Plan of Merger Agreement and Plan of Merger (Textron Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and the Sellers as follows:
Appears in 1 contract
Samples: Share Purchase Agreement (Terayon Communication Systems)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company as follows:: SECTION 3.1
Appears in 1 contract
Samples: Agreement and Plan of Merger Agreement and Plan of Merger (Kerr Acquistion Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants warrants, to the Company as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lowrance Electronics Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby warrants and represents and warrants to the Company as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Darden Restaurants Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company as followsand the Holders that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ign Entertainment Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Blocker Companies as follows:
Appears in 1 contract
Samples: Merger and Contribution Agreement (Matlin & Partners Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants to the Company and Company Shareholders as follows:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Essex Portfolio Lp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent represents and warrants Purchaser each hereby represent and warrant to the Company as followsthat:
Appears in 1 contract
