Common use of REPRESENTATIONS AND WARRANTIES OF PARENT Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as follows:

Appears in 100 contracts

Sources: Rollover Agreement (Oaktree Capital Group Holdings GP, LLC), Voting Agreement (Air Lease Corp), Voting and Support Agreement (Gryphon Digital Mining, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as follows:

Appears in 91 contracts

Sources: Merger Agreement (2seventy Bio, Inc.), Tender and Support Agreement (Biomarin Pharmaceutical Inc), Tender and Support Agreement (Bristol Myers Squibb Co)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Stockholder as follows:

Appears in 78 contracts

Sources: Voting Agreement (Matterport, Inc./De), Support Agreement (Innovid Corp.), Support Agreement (Emagin Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as follows:

Appears in 64 contracts

Sources: Voting and Support Agreement (ZeroFox Holdings, Inc.), Voting and Support Agreement (Foster James Christopher), Voting Agreement

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder that:

Appears in 46 contracts

Sources: Voting and Support Agreement (Olo Inc.), Support Agreement (Checkpoint Therapeutics, Inc.), Voting, Support and Rollover Agreement (Tzuo Tien)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Shareholder as follows:

Appears in 31 contracts

Sources: Merger Agreement (ICC Holdings, Inc.), Merger Agreement (ICC Holdings, Inc.), Voting Agreement (Chase Peter R)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Stockholder as follows:

Appears in 29 contracts

Sources: Voting and Support Agreement (Ares Management LLC), Voting Agreement (Kellogg Peter R), Voting Agreement (Mai Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Shareholders as follows:

Appears in 29 contracts

Sources: Sponsor Support Agreement, Voting and Support Agreement (Drilling Tools International Corp), Voting and Support Agreement (Superior Drilling Products, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Shareholder as follows:

Appears in 28 contracts

Sources: Voting and Support Agreement (Cantaloupe, Inc.), Memorandum of Understanding (Sequans Communications), Tender and Support Agreement (Sequans Communications)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as follows:

Appears in 27 contracts

Sources: Voting and Support Agreement (OptiNose, Inc.), Voting and Support Agreement (OptiNose, Inc.), Voting and Support Agreement (Getty Images Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder:

Appears in 25 contracts

Sources: Director Nomination Agreement (Villere St Denis J & Co LLC), Director Nomination Agreement (Epiq Systems Inc), Merger Agreement (American Residential Properties, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder that:

Appears in 19 contracts

Sources: Support Agreement (Enfusion, Inc.), Support Agreement (Clearwater Analytics Holdings, Inc.), Support Agreement (Immunome Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Shareholder as follows:

Appears in 18 contracts

Sources: Voting and Support Agreement (DallasNews Corp), Support Agreement (Blackstone Holdings II L.P.), Support Agreement (Unitedhealth Group Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder and the Company as follows:

Appears in 17 contracts

Sources: Tender and Support Agreement (Casalena Anthony), Tender and Support Agreement (Spaceship Purchaser, Inc.), Tender and Support Agreement (Spaceship Purchaser, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as follows:

Appears in 16 contracts

Sources: Voting Agreement (Perfumania Holdings, Inc.), Voting Agreement (Perfumania Holdings, Inc.), Voting Agreement (JM-CO Capital Fund, LLC)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsthat:

Appears in 12 contracts

Sources: Voting and Support Agreement (Streamline Health Solutions Inc.), Voting and Support Agreement (Streamline Health Solutions Inc.), Voting Agreement (Greenhill & Co Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder:

Appears in 10 contracts

Sources: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Zebra Technologies Corp/De)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as follows:

Appears in 10 contracts

Sources: Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent ---------------------------------------- hereby represents and warrants to the Stockholders as followsStockholder that:

Appears in 8 contracts

Sources: Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followseach Stockholder that:

Appears in 7 contracts

Sources: Voting Agreement (Argos SEM, LLC), Voting Agreement (Summit Materials, Inc.), Support Agreement (Alaska Air Group, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders and the Company as follows:

Appears in 6 contracts

Sources: Voting and Support Agreement (MeridianLink, Inc.), Voting and Support Agreement (Lennar Corp /New/), Voting and Support Agreement (Doma Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder, its successors and assigns as follows:

Appears in 6 contracts

Sources: Voting Agreement (KushCo Holdings, Inc.), Voting Agreement (KushCo Holdings, Inc.), Voting Agreement (KushCo Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholders as followseach Stockholder that:

Appears in 5 contracts

Sources: Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Cayenne Software Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder, as followsof the date hereof that:

Appears in 5 contracts

Sources: Voting and Support Agreement (P&f Industries Inc), Voting and Support Agreement (Horowitz Richard A), Merger Agreement (Knowles Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder that:

Appears in 5 contracts

Sources: Voting Agreement (Hartford Financial Services Group Inc/De), Voting Agreement (Navigators Group Inc), Voting Agreement (Nuance Communications, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as of the date hereof as follows:

Appears in 4 contracts

Sources: Agreement Not to Dissent (Noble Energy Inc), Agreement Not to Dissent (Clayton Williams Energy Inc /De), Agreement Not to Dissent (Clayton Williams Energy Inc /De)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholders, as of the date hereof, and at all times during the term of this Agreement, as follows:

Appears in 4 contracts

Sources: Voting Agreement (CapLease, Inc.), Voting Agreement (American Realty Capital Properties, Inc.), Voting Agreement (Quest Software Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Shareholder, as followsof the date hereof that:

Appears in 4 contracts

Sources: Merger Agreement (Ingredion Inc), Merger Agreement (Penford Corp), Voting and Support Agreement (Seacor Holdings Inc /New/)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followseach Shareholder that:

Appears in 4 contracts

Sources: Voting Agreement (Yuqing Jing), Voting Agreement (Chen Chris Shuning), Voting Agreement (Chen Chris Shuning)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Key Stockholder as follows:

Appears in 3 contracts

Sources: Merger Agreement (Hilton Grand Vacations Inc.), Voting and Support Agreement (Bluegreen Vacations Holding Corp), Voting and Support Agreement (Bluegreen Vacations Holding Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Covered Stockholder as follows:

Appears in 3 contracts

Sources: Voting Agreement (Angel Holdings Godo Kaisha), Voting Agreement (Walt Disney Co/), Voting Agreement (Walt Disney Co/)

REPRESENTATIONS AND WARRANTIES OF PARENT. (a) Parent hereby represents and warrants to the Stockholders as followseach Shareholder that:

Appears in 3 contracts

Sources: Voting Agreement (Tigerwind Group LTD), Voting Agreement (Benefit Overseas LTD), Voting Agreement (Yucheng Technologies LTD)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Investor as follows:

Appears in 3 contracts

Sources: Rollover Agreement (Sage Parent Company, Inc.), Rollover Agreement (Sage Parent Company, Inc.), Rollover Agreement (CBT Holdings LLC)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the MMC Stockholders as follows:

Appears in 3 contracts

Sources: Proxy and Indemnification Agreement (Dillard Department Stores Inc), Proxy and Indemnification Agreement (Mercantile Stores Co Inc), Proxy and Indemnification Agreement (Minot Mercantile Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the WMI Stockholders as follows:

Appears in 2 contracts

Sources: Proxy and Indemnification Agreement (Dillard Department Stores Inc), Proxy and Indemnification Agreement (Mercantile Stores Co Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsStockholder:

Appears in 2 contracts

Sources: Voting Agreement (Hampshire Group LTD), Voting Agreement (Hampshire Group LTD)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as followsfollow:

Appears in 2 contracts

Sources: Voting and Rollover Agreement (Thoma Cressey Equity Partners Inc), Voting and Rollover Agreement (Elliott Ronald)

REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Stockholders as follows:

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Basin Water, Inc.), Agreement and Plan of Merger (Basin Water, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholders as followsCompany that:

Appears in 2 contracts

Sources: Voting and Support Agreement (Tabula Rasa HealthCare, Inc.), Voting and Support Agreement (Tabula Rasa HealthCare, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsCompany and each Stockholder that:

Appears in 2 contracts

Sources: Voting and Support Agreement (Concentrix Corp), Voting Agreement (Synnex Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders and (other than in the case of Section 8.5) the Company as follows:

Appears in 2 contracts

Sources: Support Agreement (HireRight Holdings Corp), Support Agreement (HireRight Holdings Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders and Company as follows:

Appears in 2 contracts

Sources: Voting Agreement (INC Research Holdings, Inc.), Voting Agreement (INC Research Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as followsfollow:

Appears in 2 contracts

Sources: Voting Agreement (Simon William E & Sons Private Equity Partners Lp), Voting Agreement (Thoma Cressey Equity Partners Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to Stockholder as of the Stockholders date hereof as follows:

Appears in 2 contracts

Sources: Voting and Support Agreement (Vapotherm Inc), Voting and Support Agreement (Vapotherm Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsShareholders that:

Appears in 2 contracts

Sources: Voting Agreement (OneBeacon Insurance Group, Ltd.), Voting Agreement (White Mountains Insurance Group LTD)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby covenants, represents and warrants to the Stockholders as follows:

Appears in 2 contracts

Sources: Voting Agreement (Power One Inc), Voting Agreement (Silver Lake Sumeru Fund LP)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Investor as follows:

Appears in 2 contracts

Sources: Investment Agreement (Cumulus Media Inc), Investment Agreement (Cumulus Media Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder and the Trustee as follows:

Appears in 2 contracts

Sources: Merger Agreement (Asahi America Inc), Stockholder Agreement (Midnight Acquisition Holdings Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as follows:

Appears in 2 contracts

Sources: Voting Agreement (Anadarko Petroleum Corp), Voting Agreement (Wise Brion G)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder and Record Holder as follows:

Appears in 2 contracts

Sources: Voting Agreement (Huizenga H Wayne), Voting Agreement (Extended Stay America Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Stockholders Stockholder as follows:

Appears in 1 contract

Sources: Stockholder Voting Agreement (Artisan Components Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents ----------------------------------------- and warrants to the Stockholders Stockholder as follows:

Appears in 1 contract

Sources: Stockholder Agreement (Ross Systems Inc/Ca)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Principal Stockholder as follows:

Appears in 1 contract

Sources: Rollover and Contribution Agreement (Musk Elon)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholders as followsthat:

Appears in 1 contract

Sources: Merger Agreement (Nationsrent Companies Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Preferred Stockholder as follows:

Appears in 1 contract

Sources: Preferred Stockholder Agreement (Chinadotcom Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the to, and agrees with, Seller and Stockholders as follows:

Appears in 1 contract

Sources: Asset Purchase Agreement (Remote MDX Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Subject Stockholders as follows:

Appears in 1 contract

Sources: Support Agreement (Maxwell W Keith III)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder as follows:: (a)

Appears in 1 contract

Sources: Voting Agreement (GLAUKOS Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Stockholders as follows:

Appears in 1 contract

Sources: Voting Agreement (Fuel Systems Solutions, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholders Company as follows:

Appears in 1 contract

Sources: Voting Agreement (Walgreens Boots Alliance, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Stockholder and agrees as follows:

Appears in 1 contract

Sources: Merger Agreement (Customer Acquisition Network Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders Equityholder as follows:

Appears in 1 contract

Sources: Voting and Support Agreement (Hersha Hospitality Trust)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Supporting Stockholders as followsthat:

Appears in 1 contract

Sources: Voting and Support Agreement (Embark Technology, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as follows:Stockholder that: ​

Appears in 1 contract

Sources: Support Agreement (Fortress Biotech, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholders Stockholder as follows:

Appears in 1 contract

Sources: Stock Exchange Agreement (Warnaco Group Inc /De/)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents represents, warrants and warrants covenants to the Stockholders as follows:

Appears in 1 contract

Sources: Voting Agreement (Science Applications International Corp)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsCompany and the Supporting Stockholder that:

Appears in 1 contract

Sources: Voting and Support Agreement (Embark Technology, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholders as follows:

Appears in 1 contract

Sources: Voting Agreement (E-Z-Em, Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders as followsPrincipal Stockholders:

Appears in 1 contract

Sources: Voting Agreement (RR Donnelley & Sons Co)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Stockholder as follows:

Appears in 1 contract

Sources: Voting Agreement (Zhongpin Inc.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Companies and the Stockholders as follows:

Appears in 1 contract

Sources: Securities Exchange Agreement (Juhl Wind, Inc)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Management Stockholder and to each Majority Stockholder that on the Stockholders as followsdate hereof:

Appears in 1 contract

Sources: Management Stockholders' Agreement (Avaya Holdings Corp.)

REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholders each Specified Stockholder as follows:

Appears in 1 contract

Sources: Voting Agreement (Inrad Optics, Inc.)