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