Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, to Parent and Merger Sub as to such Stockholder on a several basis, that:
Appears in 25 contracts
Samples: Agreement and Plan of Merger (Revance Therapeutics, Inc.), Tender and Support Agreement (Morphic Holding, Inc.), Tender and Support Agreement (Morphic Holding, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Sharesseverally and not jointly, to Parent and Merger Sub as to such Stockholder on a several basis, Purchaser that:
Appears in 15 contracts
Samples: Agreement and Plan of Merger (EQT Corp), Tender and Support Agreement (Jamba, Inc.), Tender and Support Agreement
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, to Parent and Merger Sub Purchaser as to such Stockholder on a several basis, that:
Appears in 12 contracts
Samples: Tender and Support Agreement (ELI LILLY & Co), Tender and Support Agreement (Akouos, Inc.), Tender and Support Agreement (Akouos, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account behalf hereby severally represents and warrants to Acquiror with respect to itself and its or her ownership of the Subject Shares, to Parent and Merger Sub Shares as to such Stockholder on a several basis, thatfollows:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Adforce Inc), Stockholder Agreement (Prodigy Communications Corp), Stockholder Agreement (Adforce Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, severally and not jointly and on its own account with respect to the Subject Shares, to Parent and Merger Sub Purchaser as to such Stockholder on a several basis, that:
Appears in 4 contracts
Samples: Support Agreement (La Jolla Pharmaceutical Co), Support Agreement (Tang Capital Partners Lp), Support Agreement (La Jolla Pharmaceutical Co)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Sharesseverally and not jointly, to Parent and Merger Sub as to such Stockholder on a several basis, that:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Smith & Nephew PLC), Agreement and Plan of Merger (Osiris Therapeutics, Inc.), Tender and Support Agreement (Osiris Therapeutics, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, to Parent and Merger Sub as to such Stockholder on a several and not joint basis, that:
Appears in 3 contracts
Samples: Tender and Support Agreement (TSR Inc), Tender and Support Agreement (TSR Inc), Tender and Support Agreement (Zeff Capital, LP)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrantsStockholder, on its own account with respect to the Subject Shares, represents and warrants to Parent and Merger Sub Purchaser as to such Stockholder on a several basisitself, severally and not jointly, that:
Appears in 3 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 the Stockholders. Each Stockholder represents and warrants, severally and not jointly and on its own account with respect to the Subject SharesSecurities, to Parent and Merger Sub Purchaser as to such Stockholder on a several basis, that:
Appears in 3 contracts
Samples: Form of Support Agreement (Epizyme, Inc.), Form of Support Agreement (Tetraphase Pharmaceuticals Inc), Form of Support Agreement (Tetraphase Pharmaceuticals Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the such Stockholder’s Subject Shares, to Parent and Merger Sub as to such Stockholder on a several and not joint basis, that:
Appears in 3 contracts
Samples: Tender and Support Agreement (Merck Sharp & Dohme LLC), Tender and Support Agreement (Imago BioSciences, Inc.), Tender and Support Agreement (Forma Therapeutics Holdings, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantswarrants individually, on its own account solely with respect to the Subject such Stockholder and such Stockholder’s Shares, and not severally or jointly, to Parent and Merger Sub to Purchaser as to such Stockholder on a several basis, thatfollows:
Appears in 2 contracts
Samples: Stockholders Agreement (Cryocor Inc), Stockholders Agreement (Cryocor Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect warrants to the Subject Shares, to Parent and Merger Sub Parties as to such Stockholder on a several basisStockholder, severally and not jointly, that:
Appears in 2 contracts
Samples: Support Agreement (Occam Networks Inc/De), Support Agreement (Calix, Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, warrants to Parent and Merger Sub as to such Stockholder Stockholder, solely on its own account and solely with respect to its Subject Securities, on a several basis, that:
Appears in 2 contracts
Samples: Tender and Support Agreement (Hewlett Packard Enterprise Co), Tender and Support Agreement (Nimble Storage Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, severally and not jointly and on its own account with respect to the Subject SharesSecurities, to Parent and Merger Sub as to such Stockholder on a several basis, that:
Appears in 2 contracts
Samples: Form of Voting Agreement (Tetraphase Pharmaceuticals Inc), Form of Voting Agreement (Acelrx Pharmaceuticals Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrantsStockholder, on its own account behalf, hereby severally represents and warrants to the Company with respect to itself and its, his or her ownership of the Subject Shares, to Parent and Merger Sub Shares as to such Stockholder on a several basis, thatfollows:
Appears in 2 contracts
Samples: Stockholder Agreement (Open Market Inc), Stockholder Agreement (Open Market Inc)
Representations and Warranties of the Stockholders. Section 4.1. Each Stockholder severally represents and warrants, on its own account with respect warrants for himself to the Subject Shares, Company and to Parent and Merger Sub as to such each other Stockholder on a several basis, that:
Appears in 2 contracts
Samples: Stockholders’ Agreement (Kbw, Inc.), Stockholders’ Agreement (Kbw, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the such Stockholder’s Subject Shares, to Parent and Merger Sub Purchaser as to such Stockholder on a several basis, that:
Appears in 2 contracts
Samples: Tender and Support Agreement (Alder Biopharmaceuticals Inc), Tender and Support Agreement (MF Merger Sub Corp.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the such Stockholder’s Subject Shares, to Parent and Merger Sub as to such Stockholder on a several and not joint basis, that:
Appears in 2 contracts
Samples: Transaction Agreement (VectivBio Holding AG), Form of Tender and Support Agreement (Ironwood Pharmaceuticals Inc)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject SharesShares beneficially owned by such Stockholder, to Parent Skydance and Merger Sub Paramount as to such Stockholder on a several basis, basis that:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its such Stockholder’s own account with respect to the Subject Shares, to Parent and Merger Sub Purchaser as to such Stockholder on a several basis, that:
Appears in 1 contract
Samples: Tender and Support Agreement (Applied Genetic Technologies Corp)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, severally, not jointly, and on its own account with respect to the its Subject Shares, to Parent and Merger Sub as to such Stockholder on a several basis, thatfollows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants, on its own account warrants (with respect to the Subject Shares, such Stockholder only and not with respect to any other Stockholder) to Parent and Merger Sub as to in respect of such Stockholder on a several basis, thatas follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Sharesseverally and not jointly, to Parent and Merger Sub as to such Stockholder on a several basis, Purchaser that:: 2.1.
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, to Parent and Merger Sub as to such Stockholder on a several basis, that, as of the date hereof:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the Subject Shares, to Parent and Merger Sub Target as to such Stockholder on a several basis, that:
Appears in 1 contract
Samples: Voting and Support Agreement (Jounce Therapeutics, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder represents and warrants, on its own account with respect to the such Stockholder’s Subject Shares, to Parent and Merger Sub Purchaser as to such Stockholder on a several and not joint basis, that:
Appears in 1 contract
Samples: Tender and Support Agreement (Checkmate Pharmaceuticals, Inc.)
