REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES. Except (a) as disclosed in the Company SEC Documents furnished or filed prior to the date hereof (other than disclosures in the “Risk Factors” sections of any such filings and any disclosure of risks or other matters included in any “forward-looking statements” disclaimer or other statements that are cautionary, predictive or forward-looking in nature), or (b) as disclosed in the separate disclosure letter which has been delivered by the Company to Parent in connection with the execution and delivery of this Agreement, including the documents attached to or incorporated by reference in such disclosure letter (the “Company Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall also be deemed to be disclosed with respect to any other section or subsection in this Agreement to which the relevance of such item is reasonably apparent on the face of such disclosure), the Company and the Partnership hereby jointly and severally represent and warrant to Parent, Merger Sub I and Merger Sub II as follows:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ps Business Parks, Inc./Md), Agreement and Plan of Merger (QTS Realty Trust, Inc.), Agreement and Plan of Merger (GPT Operating Partnership LP)
REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES. Except (a) as disclosed in the Company SEC Documents furnished or filed prior to the date hereof (other than disclosures in the “Risk Factors” sections of any such filings and any disclosure of risks or other matters included in any “forward-looking statements” disclaimer or other statements that are cautionary, predictive or forward-looking in nature), or (b) as disclosed in the separate disclosure letter which has been delivered by the Company to Parent in connection with the execution and delivery of this Agreement, including the documents attached to or incorporated by reference in such disclosure letter (the “Company Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall will also be deemed to be disclosed with respect to any other section or subsection in this Agreement to which the relevance of such item is reasonably apparent on the face of such disclosure), the Company and the Partnership Operating Company hereby jointly and severally represent and warrant to Parent, Merger Sub I Parent and Merger Sub II the Parent OP as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jernigan Capital, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES. Except (a) as disclosed in the Company SEC Documents furnished or filed prior to the date hereof (hereof, other than disclosures in the “Risk Factors” sections of any such filings and any disclosure of risks or other matters included in any “forward-looking statements” disclaimer or other statements that are cautionary, predictive or forward-looking in nature), or (b) as disclosed in the separate disclosure letter which has been delivered by the Company to Parent in connection with the execution and delivery of this Agreement, including the documents attached to or incorporated by reference in such disclosure letter (the “Company Disclosure Letter”) (it being agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall also be deemed to be disclosed with respect to any other section or subsection in this Agreement to which the relevance of such item is reasonably apparent on the face of such disclosure), the Company and the Operating Partnership hereby jointly and severally represent and warrant to Parent, Merger Sub I and Merger Sub II as followsthe Buyer Parties:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Strategic Hotels & Resorts, Inc)
