Warranties of the Company. Except as disclosed in (x) any publicly available Company SEC Document filed or furnished since January 1, 2017 and prior to the date of this Agreement (including any exhibits and other information incorporated by reference therein, but excluding any predictive, cautionary or forward looking disclosures contained under the captions “risk factors,” “forward looking statements” or any similar precautionary sections and any other disclosures contained therein that are predictive, cautionary or forward looking in nature) or (y) the applicable section of the disclosure letter delivered by the Company to Parent immediately prior to the execution of this Agreement (the “Company Disclosure Letter”) (it being understood that any information set forth in one section or subsection of the Company Disclosure Letter shall be deemed to apply to and qualify (or, as applicable, a disclosure for purposes of) the representation and warranty set forth in this Agreement to which it corresponds in number and, whether or not an explicit reference or cross-reference is made, each other representation and warranty set forth in this Article IV for which it is reasonably apparent on its face that such information is relevant to such other section), the Company represents and warrants to Parent and Purchaser as set forth below.
Appears in 3 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Salesforce Com Inc), Merger Agreement (Tableau Software Inc)
Warranties of the Company. Except as disclosed in (x) any publicly available the Company SEC Document Documents filed or furnished with the SEC since January 1December 31, 2017 and prior to the date of this Agreement 2014 (including any exhibits and other information incorporated by reference therein, ) and publicly available prior to the date hereof (but excluding any predictive, cautionary or forward forward-looking disclosures contained under the captions set forth in any “risk factors,” section, any disclosures in any “forward forward-looking statements” or any similar precautionary sections section and any other disclosures contained included therein that to the extent they are predictive, cautionary predictive or forward forward-looking in nature) or (y) in the applicable section of the disclosure letter delivered by the Company to Parent immediately prior to the execution of this Agreement (the “Company Disclosure Letter”) (it being understood that any information set forth in one section or subsection of the Company Disclosure Letter shall be deemed to apply to and qualify (or, as applicable, a disclosure for purposes of) the representation and warranty set forth in this Agreement to which it corresponds in number and, whether or not an explicit reference or cross-reference is made, each other representation and warranty set forth in this Article IV for which it is reasonably apparent on its face that such information is relevant to such other section), the Company represents and warrants to Parent and Purchaser as set forth below.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Expedia, Inc.), Agreement and Plan of Reorganization (Homeaway Inc)
Warranties of the Company. Except as disclosed in (x) any publicly available Company SEC Document Documents filed or furnished since January by the Company with the SEC on or after April 1, 2017 and publicly available prior to the date of this Agreement hereof (including any exhibits and other information incorporated by reference therein, therein but excluding any predictive, cautionary or forward looking disclosures contained under the captions “risk factors,” “forward looking statements” or any similar precautionary sections and any other disclosures contained therein that are predictive, cautionary or forward looking in nature) or (y) the applicable section or subsection of the disclosure letter delivered by the Company to Parent immediately prior to the execution of this Agreement (the “Company Disclosure Letter”) (it being understood that any information set forth in one section or subsection of the Company Disclosure Letter shall be deemed to apply to and qualify (or, as applicable, a disclosure for purposes of) the representation and warranty set forth in this Agreement to which it corresponds in number and, whether or not an explicit reference or cross-reference is made, each other representation and warranty set forth in this Article IV for which it is reasonably apparent on its face that such information is relevant to such other section), the Company represents and warrants to Parent and Purchaser Merger Sub as set forth below.
Appears in 2 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Ca, Inc.)
Warranties of the Company. Except as disclosed in (x) any publicly available Company SEC Document Documents filed or furnished by the Company with the SEC since January 1June 3, 2017 2019, and publicly available prior to the date of this Agreement (including any exhibits and other information incorporated by reference therein, but excluding any predictive, cautionary or forward looking disclosures contained under the captions “risk factors,” “forward looking statements” or any similar precautionary sections and any other disclosures contained therein that are predictive, cautionary or forward looking in nature) or (y) the applicable section of the disclosure letter delivered by the Company to Parent immediately prior to the execution of this Agreement (the “Company Disclosure Letter”) (it being understood that any information set forth in one section or subsection of the Company Disclosure Letter shall be deemed to apply to and qualify (or, as applicable, a disclosure for purposes of) the representation and warranty set forth in this Agreement to which it corresponds in number and, whether or not an explicit reference or cross-reference is made, each other representation and warranty set forth in this Article IV III for which it is reasonably apparent on its face that such information is relevant to such other section), the Company represents and warrants to Parent Parent, Merger Sub I and Purchaser Merger Sub II as set forth below.
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