REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”), Parent and Purchaser jointly and severally represent and warrant to the Company that:
Appears in 4 contracts
Sources: Merger Agreement (Best Buy Co Inc), Merger Agreement (Napster Inc), Merger Agreement (Infousa Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except Parent and Purchaser hereby, jointly and severally, represent and warrant to the Company that except as set forth in the disclosure schedule delivered by the Parent and Purchaser to the Company at or prior to the date of execution of this Agreement (the “Purchaser "Parent Disclosure Schedule”), Parent and Purchaser jointly and severally represent and warrant ") where the relevance of such disclosure to the Company thatapplicable representation and warranty is reasonably evident from the nature of the disclosure:
Appears in 4 contracts
Sources: Merger Agreement (Rohm & Haas Co), Merger Agreement (Morton Acquisition Corp), Merger Agreement (Rohm & Haas Co)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by corresponding sections or subsections of the Parent and Purchaser Disclosure Schedule attached to the Company prior to the execution of this Agreement (the “Purchaser Parent Disclosure Schedule”), Parent and Purchaser hereby, jointly and severally severally, represent and warrant to the Company that:
Appears in 3 contracts
Sources: Merger Agreement (Informax Inc), Merger Agreement (Invitrogen Corp), Merger Agreement (Invitrogen Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”), Parent and Purchaser jointly and severally each hereby represent and warrant to the Company that:
Appears in 2 contracts
Sources: Merger Agreement (Heat Acquisition Corp), Merger Agreement (Global Industrial Technologies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”)hereby, Parent and Purchaser jointly and severally severally, represent and warrant to the Company thatthat except as set forth in the Parent Disclosure Schedule:
Appears in 2 contracts
Sources: Merger Agreement (Box Hill Systems Corp), Merger Agreement (Artecon Inc /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth disclosed in the Parent's disclosure schedule delivered by Parent and Purchaser to concurrently with the Company prior to the execution delivery of this Agreement (the “Purchaser Disclosure Schedule”"PARENT DISCLOSURE SCHEDULE"), Parent and Purchaser hereby represent and warrant, jointly and severally represent and warrant severally, to the Company thatas follows:
Appears in 2 contracts
Sources: Merger Agreement (Endosonics Corp), Merger Agreement (Jomed Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except Parent and Purchaser jointly and severally represents and warrants to the Company that, except as set forth disclosed in the disclosure schedule delivered by Parent and Purchaser to the Company prior to simultaneously with the execution of this Agreement (the “Purchaser Parent Disclosure Schedule”), Parent and Purchaser jointly and severally represent and warrant to the Company that:):
Appears in 2 contracts
Sources: Merger Agreement (Precision Castparts Corp), Merger Agreement (Titanium Metals Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser "Parent Disclosure Schedule”") (each section of which qualifies the correspondingly-numbered representation and warranty or covenant to the extent specified therein), Parent and Purchaser jointly and severally hereby represent and warrant to the Company thatas follows:
Appears in 2 contracts
Sources: Merger Agreement (Unisource Worldwide Inc), Merger Agreement (Georgia Pacific Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”)each represent and warrant, Parent and Purchaser jointly and severally represent and warrant severally, to the Company that, except as disclosed or reflected in the Parent Disclosure Schedule delivered herein to the Company:
Appears in 1 contract
Sources: Merger Agreement (Safety Kleen Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule Parent Disclosure Schedule delivered by Parent and Purchaser to the Company prior to or simultaneously with the execution of this Agreement (the “Purchaser Disclosure Schedule”)Agreement, Parent and Purchaser jointly and severally hereby represent and warrant to the Company thatas follows:
Appears in 1 contract
Sources: Merger Agreement (CalAmp Corp.)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company Seller prior to the execution of this Agreement (the “Purchaser Parent Disclosure Schedule”), Parent represents and warrants with respect to itself and Purchaser, and Purchaser jointly represents and severally represent and warrant warrants with respect to the Company thatitself as follows:
Appears in 1 contract
Sources: Acquisition Agreement
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by of Parent and the Purchaser to the Company prior to the execution of this Agreement attached hereto (the “Purchaser "Parent Disclosure Schedule”") (each section of which qualifies the correspondingly numbered representation and warranty only), Parent and Purchaser the Purchaser, jointly and severally severally, represent and warrant to the Company thatas follows:
Appears in 1 contract
Sources: Merger Agreement (Hudson James T)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”)Schedules, Parent and Purchaser jointly and severally represent and warrant to the Company thatas follows:
Appears in 1 contract
Sources: Merger Agreement (Cypress Communications Holding Co Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company prior to the execution of this Agreement (the “Purchaser Disclosure Schedule”), Parent and Purchaser jointly and severally represent and warrant to the Company, except as disclosed in the disclosure schedule delivered by Parent to the Company that:simultaneously with the execution of this Agreement (the “Parent Disclosure Schedule”):
Appears in 1 contract
Sources: Merger Agreement (Epiq Systems Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except Parent and Purchaser, jointly and severally, hereby represent and warrant to the Company, except as set forth in the Parent SEC Reports or the disclosure schedule delivered by Parent and Purchaser attached as Schedule 2 to the Company prior to the execution of this Agreement (the “Purchaser Parent Disclosure Schedule”), Parent and Purchaser jointly and severally represent and warrant to the Company that:):
Appears in 1 contract
Sources: Agreement and Plan of Merger (Tier Technologies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except As an inducement to the Company to enter into this Agreement, Parent and Purchaser, except as set forth disclosed in the Parent's disclosure schedule delivered by Parent and Purchaser to concurrently with the Company prior to the execution delivery of this Agreement (the “Purchaser "Parent Disclosure Schedule”"), Parent and Purchaser hereby, jointly and severally severally, represent and warrant to the Company thatas follows:
Appears in 1 contract
Sources: Pre Merger Agreement (Dynacare Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER. Except as set forth in the disclosure schedule delivered by Parent and Purchaser to the Company Seller prior to the execution of this Agreement (the “Purchaser "Parent Disclosure Schedule”"), Parent represents and warrants with respect to itself and Purchaser, and Purchaser jointly represents and severally represent and warrant warrants with respect to the Company thatitself as follows:
Appears in 1 contract