Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as follows:
Appears in 63 contracts
Samples: Voting Agreement (Moneylion Inc.), Voting Agreement (Gen Digital Inc.), Voting and Support Agreement (Mirati Therapeutics, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as follows:
Appears in 18 contracts
Samples: Voting Agreement (Bidz.com, Inc.), Voting Agreement (Bidz.com, Inc.), Voting Agreement (LEP Summer Holdings LLC)
Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants to Parent as follows:
Appears in 16 contracts
Samples: Support Agreement (BTP Acquisition Company, LLC), Support Agreement (Image Entertainment Inc), Support Agreement (Image Entertainment Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and Purchaser as follows:
Appears in 13 contracts
Samples: Support and Exchange Agreement (D&b Acquisition Sub Inc), Voting Agreement (Warburg Pincus Equity Partners Lp), Support and Exchange Agreement (Dave & Busters Inc)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants to Parent as follows:
Appears in 11 contracts
Samples: Voting and Support Agreement (Bioventus Inc.), Voting and Support Agreement (Misonix Inc), Tender and Support Agreement (Crystal Rock Holdings, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as follows:: (a)
Appears in 10 contracts
Samples: Tender Agreement (Carnegie Group Inc), Tender Agreement (Carnegie Group Inc), Tender Agreement (Logica PLC / Eng)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants warrant, jointly and severally, to Parent as follows:
Appears in 10 contracts
Samples: Voting Agreement (Cpi International, Inc.), Voting Agreement (Cpi International, Inc.), Voting and Standstill Agreement (Comtech Telecommunications Corp /De/)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and the Purchaser as followsto such Stockholder on a several basis, that:
Appears in 8 contracts
Samples: Tender and Support Agreement (Aerohive Networks, Inc), Merger Agreement (GigPeak, Inc.), Tender and Support Agreement (Integrated Device Technology Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants warrants, jointly and severally, to Parent as follows:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Pinnacle Foods Inc.), Voting Agreement (Pinnacle Foods Inc.), Stockholders Agreement (Hillshire Brands Co)
Representations and Warranties of the Stockholders. Each Stockholder hereby severally represents and warrants to Parent as follows:
Appears in 6 contracts
Samples: Voting and Support Agreement (ZAGG Inc), Stockholders Agreement (Teva Pharmaceutical Industries LTD), Stockholders Agreement (Sicor Inc)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, jointly and severally, hereby represents and warrants to Parent and Purchaser as follows:
Appears in 6 contracts
Samples: Stockholder Agreement (Pec Solutions Inc), Stockholder Agreement (Nortel Networks Inc.), Stockholder Agreement (Nortel Networks Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and Purchaser as followsto itself, severally and not jointly, that:
Appears in 6 contracts
Samples: Tender and Support Agreement (Arigene Co., Ltd.), Tender and Support Agreement (OAO Severstal), Tender and Support Agreement (Wind River Systems Inc)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, as to itself only, hereby represents and warrants to Parent as follows:
Appears in 6 contracts
Samples: Voting Agreement (Edgen Group Inc.), Voting Agreement (Akorn Inc), Voting Agreement (Hi Tech Pharmacal Co Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, as follows:
Appears in 5 contracts
Samples: Voting and Support Agreement, Voting and Support Agreement (Wesco Aircraft Holdings, Inc), Voting and Support Agreement (Sothebys)
Representations and Warranties of the Stockholders. Each Stockholder hereby severally and not jointly represents and warrants to Parent as follows:
Appears in 5 contracts
Samples: Voting Agreement (El Paso Energy Corp/De), Voting Agreement (Sonat Inc), Voting and Stock Option Agreement (Robinson Nugent Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as followsthat:
Appears in 5 contracts
Samples: Voting and Support Agreement (Blackstone Holdings III L.P.), Voting and Support Agreement (Vista Equity Partners Fund VI, L.P.), Voting Agreement (SRS Labs Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, as follows:
Appears in 4 contracts
Samples: Voting Agreement (Borland Software Corp), Voting Agreement (Borland Software Corp), Voting Agreement (Borland Software Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and the Company as follows:
Appears in 3 contracts
Samples: Support Agreement (HireRight Holdings Corp), Support Agreement (HireRight Holdings Corp), Support Agreement (EngageSmart, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby severally represents and warrants to Parent as followsfollows with respect to itself only:
Appears in 3 contracts
Samples: Merger Agreement (LCE Mexican Holdings, Inc.), Merger Agreement (Marquee Holdings Inc.), Merger Agreement (Amc Entertainment Inc)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants warrant to Parent as follows:
Appears in 3 contracts
Samples: Voting and Tender Agreement (Desai Capital Management Inc /), Voting and Tender Agreement (Integrated Health Services Inc), Support Agreement (Metals Usa Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby severally, but not jointly, represents and warrants to Parent as followsthat:
Appears in 3 contracts
Samples: Stock Option and Tender Agreement (Cobra Golf Inc), Stock Option and Tender Agreement (Cobra Golf Inc), Stock Option and Tender Agreement (American Brands Inc /De/)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants to Parent and to Purchaser in respect of such Stockholder as follows:
Appears in 3 contracts
Samples: Stockholders' Agreement (Ericsson MPD Acquisition Corp), Stockholders Agreement (Hochtief Ag), Stockholders' Agreement (Microwave Power Devices Inc)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents severally (and warrants not jointly) represent and warrant to Parent as follows:
Appears in 3 contracts
Samples: Voting Agreement (BREP IV Hotels Holding L.L.C.), Voting Agreement (United Capital Corp /De/), Voting Agreement (Prime Hospitality Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and Sub as follows:
Appears in 3 contracts
Samples: Voting Agreement, Voting Agreement (Abraxis BioScience, Inc.), Voting Agreement (Celgene Corp /De/)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as follows:: Section
Appears in 3 contracts
Samples: Support Agreement (AvantaLion LLC), Support Agreement (Wang Charles), Support Agreement (Li Nancy)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants to Parent in respect of such Stockholder as follows:
Appears in 2 contracts
Samples: Stock Option and Voting Agreement (Greenwich Air Services Inc), Stock Option and Voting Agreement (General Electric Co)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders, jointly and severally, hereby represents represent and warrants warrant to Parent as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Exchange (Group Maintenance America Corp), Agreement and Plan of Exchange (Group Maintenance America Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent Parent, as of the date hereof, as follows:
Appears in 2 contracts
Samples: Company Stockholder Voting Agreement (Snyder's-Lance, Inc.), Voting Agreement (Concur Technologies Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent Parent, severally and not jointly, as follows:
Appears in 2 contracts
Samples: Voting Agreement (Thoma Cressey Equity Partners Inc), Voting Agreement (Simon William E & Sons Private Equity Partners Lp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as followsthat:
Appears in 2 contracts
Samples: Voting Agreement (Shire Pharmaceuticals Group PLC), Voting Agreement (Warburg Pincus Equity Partners Lp)
Representations and Warranties of the Stockholders. Each Stockholder hereby severally, as to itself only, represents and warrants to Parent as followsthat:
Appears in 2 contracts
Samples: Support Agreement (Alaska Air Group, Inc.), Support Agreement (Virgin America Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and Purchaser as to itself, severally and not jointly, as follows:
Appears in 2 contracts
Samples: Tender and Support Agreement (Gsi Group Inc), Tender and Support Agreement (Excel Technology Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants individually, and not severally and jointly, to Parent and to Purchaser as follows:
Appears in 2 contracts
Samples: Stockholders Agreement (Bei Medical Systems Co Inc /De/), Stockholders Agreement (Bei Medical Systems Co Inc /De/)
Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants to Parent as followsand Purchaser that:
Appears in 2 contracts
Samples: Exchange Agreement (La Jolla Pharmaceutical Co), Exchange Agreement (Tetraphase Pharmaceuticals Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby jointly and severally represents and warrants to Parent and to Purchaser as follows:
Appears in 2 contracts
Samples: Stockholders Agreement (Unilab Corp /De/), Stockholders Agreement (Quest Diagnostics Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants warrants, jointly and severally with the other Stockholder, to Parent as follows:
Appears in 2 contracts
Samples: Voting Agreement (Sprint Nextel Corp), Voting Agreement (Corvina Holdings LTD)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally but not jointly, hereby represents and warrants to Parent and Purchaser as follows:
Appears in 2 contracts
Samples: Stockholders Agreement (Thomson Corp), Stockholders Agreement (Newsedge Corp)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants warrant to Parent Parent, severally and not jointly, as follows:
Appears in 2 contracts
Samples: Voting Agreement (Virologic Inc), Voting Agreement (Virologic Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby Stockholder, severally and not jointly, represents and warrants to Parent (as to such Stockholder only) as follows:
Appears in 2 contracts
Samples: Support Agreement (Enstar Group Inc), Support Agreement (Castlewood Holdings LTD)
Representations and Warranties of the Stockholders. Each Stockholder hereby hereby, severally and not jointly, represents and warrants to Parent in respect of himself or itself as follows:
Appears in 2 contracts
Samples: Stockholders Agreement (Lucent Technologies Inc), Stockholders Agreement (Excel Switching Corp)
Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants to Parent as followsthat:
Appears in 2 contracts
Samples: Support Agreement (Ixys Corp /De/), Support Agreement (Zilog Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as followsto such Stockholder, severally but not jointly, that:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, jointly and severally, hereby represents and warrants to Parent as follows:
Appears in 1 contract
Samples: Agreement and Plan of Exchange (Group Maintenance America Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent and Federal as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (Caci International Inc /De/)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to Parent as to itself only (and not as to any other Stockholder) as follows:
Appears in 1 contract
Samples: Support Agreement (K Swiss Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders represent and warrants warrant to Parent as followsthat:
Appears in 1 contract
Samples: Tender and Support Agreement (Graftech International LTD)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants warrant to Parent and Sub as follows:
Appears in 1 contract
Samples: Stockholder Voting and Option Agreement (Paragon Corporate Holdings Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants warrants, on a several but not joint basis, to Parent as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants (solely with respect to itself and with respect to no other Person) to the Parent as follows:
Appears in 1 contract
Samples: Merger Agreement (BioScrip, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders, severally and not jointly, hereby represents represent and warrants warrant to Parent as follows:
Appears in 1 contract
Samples: Agreement and Plan of Exchange (Group Maintenance America Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders jointly and warrants severally represent and warrant to Parent as follows:
Appears in 1 contract
Samples: Consent and Support Agreement (United Surgical Partners International Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby Stockholder, severally and not jointly, additionally represents and warrants to Parent the Parent, with respect to such Stockholder, as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each The Principal Stockholder hereby represents and warrants to Parent and Purchaser, as follows:
Appears in 1 contract
Samples: Voting and Tender Agreement (Alysis Technologies Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders jointly and warrants severally represent and warrant to the Parent as followsthat:
Appears in 1 contract
Samples: Merger Agreement (Careinsite Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby Stockholder, severally and not jointly, represents and warrants to Parent and the Buyer as follows:
Appears in 1 contract
Samples: Merger Agreement (Alloy Inc)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants warrants, severally and not jointly, to Parent as follows:
Appears in 1 contract
Samples: Stock Voting Agreement (Resortquest International Inc)
