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main
contract_11
3.1 Corporate Organization. (a) Organization. <omitted> 3.2 Capitalization. <omitted> 3.3 Authority; No Violation. (a) <omitted> The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly approved and this Agreement duly adopted by the Company B...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_101
Section 6.2. Conditions to Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to effect the Merger are also subject to the satisfaction (or waiver in writing by Parent, if permissible under applicable Law) at or prior to the Effective Time of each of the following conditions:(a) R...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_3
SECTION 4.03 Authority Relative to This Agreement. <omitted> This Agreement has been duly and validly executed and delivered by the Company and, assuming the due authorization, execution and delivery by Parent and Merger Sub, constitutes a legal, valid and binding obligation of the Company, enforceable against th...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_36
Section 7.2 Conditions to Obligations of Parent and Acquisition Sub to Effect the Merger. The obligations of Parent and AcquisitionSub to effect the Merger are, in addition to the conditions set forth in Section 7.1, further subject to the satisfaction or (to the extent notprohibited by Law) waiver by Parent at or prio...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_76
Section 3.1 Qualification, Organization, Subsidiaries. <omitted> Section 3.2 Capitalization. <omitted> Section 3.3 Corporate Authority Relative to This Agreement; Consents and Approvals; No Violation. <omitted> This Agreement has been duly and validly executed and delivered by the Company and, assuming this Ag...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_75
Section 3.1 Organization. <omitted> Section 3.3 Authorization; No Conflict. (a) <omitted> The Company has duly executed and delivered this Agreement and, assuming due authorization, execution and delivery by Parent and Merger Subsidiary, this Agreement constitutes a legal, valid and binding agreement of the Company e...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_147
Section 7.2 Conditions to Obligations of Parent and Merger Sub. The obligations of each of Parent and Merger Sub to effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of the following conditions:(a) Representations and Warranties. The repr...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_34
Section 7.2 Conditions to Obligations of the Parent Parties. The obligation of the Parent Parties to effect the Merger is further subject to the satisfaction, or waiver by the Parent Parties to the extent permitted by applicable Law, at or prior to the Effective Time of the following conditions: (a) Representations ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_26
3.1 Organization and Qualification. <omitted> 3.2 Authority; Approvals and Enforceability. <omitted> 3.3 Required Filings and Consents; Non-Contravention. <omitted> 3.5 Company Capitalization. <omitted> 3.10 Subsequent Changes. <omitted> (b) there has not occurred (i) any Company Material Adverse Effect ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_68
Section 7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_125
Section 4.1 Corporate Existence and Power. Section 4.2 Corporate Authorization. (a)The execution, delivery and performance by the Company of this Agreement and the consummation by the Company of the Transactions are within the Company’s corporate powers and, except for the required approval of the Company’s stockholde...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_118
Section 6.1Conditions to Each Party’s Obligations to Effect the Mergers. <omitted> (a) Representations and Warranties. (i) Except for the representations and warranties referred to in clauses (ii) or (iii) below, each of the representations and warranties of the Company and the Partnership contained in this A...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_95
7.2 Conditions to Obligations of the Tyler Entities . The obligations of the Tyler Entities to consummate the Merger shall further be subject to the satisfaction on or prior to the Closing Date of each of the following conditions, any and all of which may be waived in writing in whole or in part by Tyler...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_91
3.1 Organization <omitted> 3.2 Corporate Power; Enforceability. <omitted> 3.3 Company Board Approval; Fairness Opinion; Anti-Takeover Laws. <omitted> 3.4 Requisite Stockholder Approval. <omitted> 3.7 Company Capitalization. <omitted> 3.12 Absence of Certain Changes. (a) No Company Material Adver...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_120
7.2 Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger will be subject to the satisfaction or waiver (where permissible pursuant to applicable law) prior to the Effective Time of each of the following conditions, any of which may be waived exclusive...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_2
Section 4.3 Authority; Binding Nature of Agreement. <omitted> The Company Board has (a) determined that this Agreement and the Transactions, including the Offer and the Merger, are fair to, and in the best interest of, the Company and its stockholders, (b) approved the execution, delivery and performance by...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_122
5.2 Additional Conditions Precedent to Parent’s Obligations. The obligation of Parent to cause the Merger to be effected and otherwise cause the transactions contemplated by this Agreement to be consummated are subject to the satisfaction or waiver by Parent, as of the Closing, of each of the following conditions: ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_142
3.2 Capital Stock <omitted> (b) <omitted> All of the shares of capital stock or other voting securities or equity interests of each such Subsidiary are owned, directly or indirectly, by the Company, free and clear of all Liens (other than Permitted Liens). 3.4 Authority. <omitted> (a) <omitted> This Agreement has bee...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_117
7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_27
Section 6.3 Conditions to Obligation of Parent to Effect the First Merger. The obligation of Parent to effect the First Merger is further subject to the fulfillment (or the waiver by Parent) at or prior to the Effective Time of the following conditions: (a) Representations and Warranties. <omitted> (iii) the other rep...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_108
Section 6.2 Conditions to the Obligations of the Parent Parties to Effect the Mergers. The obligation of the Parent Parties to effect the Mergers is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time of the following conditions: <omitted> (iii) each of the remaining representations...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_13
7.2 Conditions to Obligation of Parent and Merger Sub. The obligations of Parent and Merger Sub to effect the Merger shall be subject to the satisfaction or waiver, at or prior to the Effective Time, of the following conditions: (a) (A) each representation or warranty of the Company set forth in t...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_124
4.1 Organization, Standing, and Power. <omitted> 4.2 Authority of SB; No Breach By Agreement. <omitted> The execution, delivery, and performance of this Agreement and the consummation of the transactions contemplated herein, including the Merger, have been duly and validly authorized by all necessary corporate action...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_135
Section 3.3 Authority. <omitted> This Agreement has been duly executed and delivered by the Company and(assuming the due authorization, execution and delivery by the counterparties hereto) constitutes the valid and binding obligation of the Company,enforceable against the Company in accordance w...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_16
Section 4.1 Organization, No MAE <omitted> Section 4.2 Company Subsidiaries. <omitted> All of the outstanding shares of capital stock or voting securities of, or other equity interests in, each Company Subsidiary have been validly issued and are fully paid and nonassessable and are owned by the Compa...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_24
7.2            Additional Conditions to Obligations of Labrador and Merger Sub. The obligations of Labrador and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Labrador, in whole or in par...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_151
3.3 Company Board Approval; Fairness Opinion; Anti-Takeover Laws. <omitted> (c) Anti-Takeover Laws. <omitted> There is no takeover-related provision in the Charter or the Bylaws, or any stockholder rights plan or similar agreement applicable to Parent, this Agreement or the Transactions that would prohibit or restrict ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_113
CONDITIONS TO THE OFFER <omitted> 2. Additionally, Purchaser is not required to accept for payment or, subject to any applicable rules and regulations of the SEC, including Rule 14e-l(c) under the Exchange Act (relating to Purchaser’s obligation to pay for or return tendered Shares promptly after the termination or wit...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_109
7.2 Conditions to Obligations of Parent and Merger Sub. The obligation of Parent and Merger Sub to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time, of the following conditions: (a) Representations and Warranties. The representations and warranties of the Co...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_129
3.1 Corporate Organization. <omitted> 3.2 Capitalization. <omitted> (b) Sterling owns, directly or indirectly, all of the issued and outstanding shares of capital stock or other equity ownership interests of each of the Sterling Subsidiaries <omitted> 3.3 Authority; No Violation. <omitted> The execution and delivery ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_58
Section 6.3 Conditions to the Obligations of Parent and Merger Sub. The obligation of Parent and Merger Sub to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time of the following conditions: (a) Representations and Warranties. <omitted> (iii) The other represen...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_5
Section 9.02 Conditions to the Obligations of Parent, Bidco and each Merger Sub. The obligations of Parent, Bidco and each Merger Sub to consummate the Mergers are subject to the satisfaction (or, to the extent permitted by Applicable Law, waiver by Parent) of the following further conditions: <omitted> (iv) the other ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_86
Section 6.02 Conditions to Obligations of Parent and Sub. The obligations of Parent and Sub to consummate the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of each of the following additional conditions: (a) Representations and Warranties . <omit...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_127
SECTION 3.01. Organization; Standing. <omitted> SECTION 3.02. Capitalization. <omitted> SECTION 3.03. Authority; Noncontravention. (a) <omitted> This Agreement has been duly executed and delivered by the Company and, assuming due authorization, execution and delivery <omitted> hereof by the other parties hereto,...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_81
Section 2.1 Due Organization; Subsidiaries. <omitted> Section 2.2 Authority; Binding Nature of Agreement. <omitted> (b) The Lambda Board has unanimously (i) determined that this Agreement, the Integrated Mergers and the other transactions contemplated by this Agreement are in the best interests of, and are advisable t...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_92
Section 8.2 Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are further subject to the satisfaction, at or prior to the Closing, of the following conditions (which may be waived, in whole or in part, to the extent permitted by applicable Law, by Pare...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_56
7.2 Conditions to Obligations of NYCB and Merger Sub. The obligation of NYCB and Merger Sub to effect the Merger is also subject to the satisfaction, or waiver by NYCB, at or prior to the Effective Time, of the following conditions: (a) Representations and Warranties. <omitted> All other representations and warrantie...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_134
Conditions of the Offer Notwithstanding any other term of the Offer or this Agreement and in addition to (and not in limitation of) Merger Subsidiary’s right to extend and amend the Offer pursuant to the provisions of the Agreement, Parent shall not be required to accept for payment or, subject to ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
rare_answers
<RARE_ANSWERS>
3.1 Corporate Organization. <omitted> 3.2 Capitalization. <omitted> 3.3 Authority; No Violation. <omitted> (a) <omitted> The Board of Directors of the Company has determined that the transactions contemplated hereby, on the terms and conditions set forth in this Agreement, are advisable and in the best interests of...
All/The R&Ws accurate in all respects (repeating R&Ws)
1
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
rare_answers
<RARE_ANSWERS>
3.1 Corporate Organization. <omitted> 3.2 Capitalization. <omitted> 3.3 Authority; No Violation. <omitted> (a) <omitted> The Board of Directors of the Company has determined that the transactions contemplated hereby, on the terms and conditions set forth in this Agreement, are advisable and in the best interests of...
Each R&W accurate at MAE standard
2
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
main
contract_54
Section 6.03 Conditions to Obligations of Enterprise. The obligations of Enterprise to consummate the Merger are subject to the fulfillment, or written waiver by Enterprise, prior to the Closing Date of each of the following conditions: ( a ) Representations and Warranties. The representations and warranties of F...
R&Ws accurate at another materiality standard (e.g., hybrid standard)
3
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_4
Section 7.02 Conditions to the Obligations of Parent and Merger Sub. The obligation of Parent and Merger Sub to consummate the Merger is subject to the satisfaction or, to the extent permitted by Applicable Law, waiver by Parent, at or prior to Closing, of the following conditions: <omitted> (a) <omitted> (iv) the r...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_4
Section 7.02 Conditions to the Obligations of Parent and Merger Sub. <omitted> (a) <omitted> (iv) the representations and warranties of the Company set forth in Article 4 of this Agreement <omitted> shall have been true and correct as of the date of this Agreement and shall be true and correct <omitted> on the Closi...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_5
Section 9.02 Conditions to the Obligations of Parent, Bidco and each Merger Sub. The obligations of Parent, Bidco and each Merger Sub to consummate the Mergers are subject to the satisfaction (or, to the extent permitted by Applicable Law, waiver by Parent) of the following further conditions: <omitted> (iv) the other ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_5
Section 9.02 Conditions to the Obligations of Parent, Bidco and each Merger Sub. <omitted> the other representations and warranties of the Company contained in Article IV <omitted> shall be true and correct at and as of the date of this Agreement and at and as of the Closing as if made at and as of the Closing (Page 99...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_8
7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_8
7.2 Additional Conditions to Obligations of Parent and Merger Sub. <omitted> (iii) all other representations and warranties of the Company set forth in Article IV of this Agreement shall be true and correct as of the Closing Date, as though made on and as of the Closing Date (Page 32)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_9
Conditions to the Offer <omitted> Notwithstanding any other term of the Offer or this Agreement to the contrary, Merger Sub shall not be required to (and Parent shall not be required to cause Merger Sub to) accept for payment or, subject to any applicable rules and regulations of the SEC, including Rule 14e-l(c) under...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_9
Conditions to the Offer <omitted> (c) (i) other than the representations and warranties listed in Sections (c)(ii) and (c)(iii) in this Annex I, each of the representations and warranties of the Company set forth in Article III of this Agreement shall be true and correct <omitted> as of the Offer Acceptance Time as if...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_12
Conditions to the Offer Notwithstanding any other provision of the Agreement or the Offer and in addition to (and not in limitation of) Merger Sub’s right to extend and amend the Offer pursuant to the provisions of the Agreement, Merger Sub shall not be required to (and Parent shall not be required to cause Merger Sub ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_12
Conditions to the Offer <omitted> The representations and warranties of the Company <omitted> (iii) set forth in the Agreement, other than those Sections specifically identified in clause (i) or (ii) of this paragraph (d), shall not be true and correct <omitted> as of the Expiration Time with the same effect as though ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_13
7.2 Conditions to Obligation of Parent and Merger Sub. The obligations of Parent and Merger Sub to effect the Merger shall be subject to the satisfaction or waiver, at or prior to the Effective Time, of the following conditions: (a) (A) each representation or warranty of the Company set forth in t...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_13
7.2 Conditions to Obligation of Parent and Merger Sub. <omitted> each representation or warranty of the Company set forth in this Agreement <omitted> shall be true and correct <omitted> as of the Closing Date as though made on or as of such date (Pages 39-40)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_18
7 . 2 Conditions to Obligations of BancorpSouth. The obligation of BancorpSouth to effect the Merger is also subject to the satisfaction, or waiver by BancorpSouth, at or prior to the Effective Time, of the following conditions: -69- (a) Representations and Warranties. <omitted> All other representations and war...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_18
7 . 2 Conditions to Obligations of BancorpSouth. <omitted> (a) Representations and Warranties. <omitted> All other representations and warranties of Cadence set forth in this Agreement <omitted> shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made on ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_19
Section 7.2 Conditions to Obligations of Parent, US Holdco and Crystal Merger Sub. The obligations of Parent, US Holdco and Crystal Merger Sub to effect the Mergers are also subject to the satisfaction or waiver (in writing) by Parent on or prior to the Closing Date of each of the following ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_19
Section 7.2 Conditions to Obligations of Parent, US Holdco and Crystal Merger Sub <omitted> Each of the representations and warranties of the Company set forth in (i) Article III <omitted> shall be true and correct <omitted> as of the date of this Agreement and as of the Closing Date (Page 35)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_21
7.2 Conditions to Obligations of Buyer and Merger Sub. The obligations of Buyer and Merger Sub to effect the Merger is also subject tothe satisfaction, or waiver by Buyer and Merger Sub, at or prior to the Effective Time, of the following conditions:(a) Representations and Warranties. <omitted> All other representation...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_21
7.2 Conditions to Obligations of Buyer and Merger Sub. <omitted> All other representations and warranties of Company set forth in this Agreement <omitted> shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date <omitted> (Page 62...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_23
Section 8.02 Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or, to the extent permitted by Applicable Law, waiver by Parent) of the following further conditions: <omitted> (b) <omitted> (iv) the other repres...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_23
Section 8.02 Conditions to the Obligations of Parent and Merger Sub. <omitted> (iv) the other representations and warranties of the Company contained in Article IV <omitted> shall be true and correct at and as of the date of this Agreement and at and as of the Closing as if made at and as of the Closing (Page 102)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_24
7.2 Additional Conditions to Obligations of Labrador and Merger Sub. The obligations of Labrador and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Labrador, in whole or in part, to the e...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_24
7.2 Additional Conditions to Obligations of Labrador and Merger Sub. <omitted> (iii)all other representations and warranties of Golden set forth in Article IV <omitted> shall have been true and correct as of the date of this Agreement and shall be true and correct as of the Closing Date, as though made on and as of the...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_27
Section 6.3 Conditions to Obligation of Parent to Effect the First Merger. The obligation of Parent to effect the First Merger is further subject to the fulfillment (or the waiver by Parent) at or prior to the Effective Time of the following conditions: (a) Representations and Warranties. <omitted> (iii) the other rep...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_27
Section 6.3 Conditions to Obligation of Parent to Effect the First Merger. <omitted> (iii) the other representations and warranties of the Company set forth in Article III shall be true and correct both when made and at and as of the Closing Date, as if made at and as of such time (Page 92)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_28
Conditions to the Offer Notwithstanding any other term of the Offer or this Agreement to the contrary, Merger Sub will not be required to accept for payment or, subject to any applicable rules and regulations of the SEC, including Rule 14e-l(c) under the Exchange Act (relating to Merger Sub’s obligation to pay for or...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_28
Conditions to the Offer <omitted> Each of the representations and warranties set forth in: <omitted> (iv) this Agreement (other than those set forth in the foregoing clauses (i), (ii) and (iii) of this clause (d) of Annex I), <omitted> shall be true and correct as of the consummation of the Offer as though made as of t...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_31
7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the exten...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_31
7.2 Additional Conditions to Obligations of Parent and Merger Sub. <omitted> (a) Representations and Warranties of the Company. <omitted> (iii) all other representations and warranties of the Company set forth in Article IV shall have been true and correct as of the date of this Agreement and shall be true and correct...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_34
Section 7.2 Conditions to Obligations of the Parent Parties. The obligation of the Parent Parties to effect the Merger is further subject to the satisfaction, or waiver by the Parent Parties to the extent permitted by applicable Law, at or prior to the Effective Time of the following conditions: (a) Representations ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_34
Section 7.2 Conditions to Obligations of the Parent Parties. <omitted> The representations and warranties of the Company set forth in (i) ARTICLE III <omitted> shall be true and correct in all respects <omitted> both when made and at and as of the Closing Date, as if made at and as of such time (Page 65)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_36
Section 7.2 Conditions to Obligations of Parent and Acquisition Sub to Effect the Merger. The obligations of Parent and AcquisitionSub to effect the Merger are, in addition to the conditions set forth in Section 7.1, further subject to the satisfaction or (to the extent notprohibited by Law) waiver by Parent at or prio...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_36
Section 7.2 Conditions to Obligations of Parent and Acquisition Sub to Effect the Merger. <omitted> (a) each of the representations and warranties of the Company contained in this Agreement <omitted> shall be true and correct as of the Closing Date (Page 67)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_41
Section 6.02 Additional Conditions to Obligations of Parent and Sub. The obligations of Parent and Sub to effect the Merger are also subject to the satisfaction (or to the extent permitted by applicable Law, waiver by Parent) at or prior to the Closing of each of the following additional conditions: (a) Repr...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_41
Section 6.02 Additional Conditions to Obligations of Parent and Sub. <omitted> (i) Each of the representations and warranties of the Company contained in this Agreement <omitted> shall be true and correct as of the date hereof and as of the Closing as though made as of the Closing (Pages 33-34)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_44
9.2. Conditions to the Obligations of Bridge Bancorp under this Agreement. The obligations of Bridge Bancorp under this Agreement shall be further subject to the satisfaction of the following conditions at or prior to the Closing Date: 9.2.1.Representations and Warranties. <omitted> All other representations and warra...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_44
9.2. Conditions to the Obligations of Bridge Bancorp under this Agreement. <omitted> All other representations and warranties of DCB set forth in this Agreement <omitted> shall be true and correct in all respects as of the date of this Agreement and <omitted> as of the Closing Date as though made on and as of the Closi...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_45
Section 8.2 Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are further subject to the satisfaction, at or prior to the Closing, of the following conditions (which may be waived, in whole or in part, to the extent permitted by Law, by Parent): (a) Re...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_45
Section 8.2 Conditions to Obligations of Parent and Merger Sub. <omitted> The representations and warranties of the Company <omitted> (iii) set forth in Article III (other than those described in the foregoing clauses (i) and (ii)) shall be true and correct in all respects <omitted> as of the date hereof and as of the ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_50
8.2 Additional Conditions to Obligations of Parent, MergerCo 1 and MergerCo 2. The obligations of Parent, MergerCo 1 and MergerCo 2 to effect the Mergers are further subject to the satisfaction (or written waiver, if permissible under applicable Law), by the Parent (on behalf of the Parent, MergerCo 1and Merge...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_50
8.2 Additional Conditions to Obligations of Parent, MergerCo 1 and MergerCo 2. <omitted> (iii) all other representations and warranties of the Paired Entities set forth in this Agreement shall be true and correct in all respects <omitted> as of the date hereof and as of the Closing Date, as though made on and a...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_51
Section 7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_51
Section 7.2 Additional Conditions to Obligations of Parent and Merger Sub. <omitted> (a) Representations and Warranties of the Company. <omitted> (iii) all other representations and warranties of the Company set forth in Article IV shall have been true and correct as of the date of this Agreement and shal...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_54
Section 6.03 Conditions to Obligations of Enterprise. The obligations of Enterprise to consummate the Merger are subject to the fulfillment, or written waiver by Enterprise, prior to the Closing Date of each of the following conditions: ( a ) Representations and Warranties. The representations and warranties of F...
R&Ws accurate at another materiality standard (e.g., hybrid standard)
3
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_54
Section 6.03 Conditions to Obligations of Enterprise. <omitted> ( a ) Representations and Warranties. The representations and warranties of First Choice and First Choice Bank set forth in this Agreement shall be true and correct <omitted> at and as of the Closing Date (Page 86)
R&Ws accurate at another materiality standard (e.g., hybrid standard)
3
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_55
CONDITIONS TO THE OFFER The capitalized terms used in this Annex I shall have the meanings set forth in the Agreement and Plan of Merger to which this Annex I is attached (the “Agreement”) unless specifically defined in this Annex I. The obligation of Purchaser to accept for payment and pay for Shares validly tendered ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_55
CONDITIONS TO THE OFFER <omitted> (iv) all of the other representations and warranties of the Company set forth in the Agreement <omitted> at and as of the Offer Acceptance Time as if made on and as of such time (Page 65)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_52
Section 6.2 Conditions to Obligations of Parent, Merger Sub II and Merger Sub I <omitted> (a) Representations and Warranties. The representations and warranties of the Company set forth in this Agreement that are qualified by materiality shall be true and correct, and the representations and warranties of the Company s...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_52
Section 6.2 Conditions to Obligations of Parent, Merger Sub II and Merger Sub I. <omitted> (a) <omitted> The representations and warranties of the Company set forth in this Agreement that are qualified by materiality shall be true and correct, and the representations and warranties of the Company set forth in this Agre...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_58
Section 6.3 Conditions to the Obligations of Parent and Merger Sub. The obligation of Parent and Merger Sub to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time of the following conditions: (a) Representations and Warranties. <omitted> (iii) The other represen...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_58
Section 6.3 Conditions to the Obligations of Parent and Merger Sub <omitted> (iii) The other representations and warranties of the Company set forth in Article III shall be true and correct as of the date of this Agreement and as of the Closing Date as though made as of the Closing (Page 66)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_60
7.2 Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Closing of the following additional conditions: <omitted> (a) Representations and Warranties. <omitted> (iv) the other represe...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_60
7.2 Conditions to Obligations of Parent and Merger Sub. <omitted> the other representations and warranties of the Company set forth in Section 5.1 shall be true and correct at the date hereof and the Closing (Page 77)
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_64
Section 5.2 Additional Parent and Merger Sub Conditions. The obligations of Parent and Merger Sub to consummate the Merger shall be further subject to the satisfaction at or prior to the Effective Time of each of the following conditions: (a) Accuracy of Representations and Warranties. The representations and warranti...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_64
Section 5.2 Additional Parent and Merger Sub Conditions. <omitted> (a) Accuracy of Representations and Warranties. <omitted> (iv) all other provisions of Article II (excluding those included in the foregoing clauses (i), (ii) and (iii)) (without giving effect to any materiality or “Company Material Adverse Effect” q...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_68
Section 7.2 Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_68
Section 7.2 Additional Conditions to Obligations of Parent and Merger Sub <omitted> (iii) all other representations and warranties of the Company set forth in Article IV shall have been true and correct as of the date of 97 this Agreement and shall be true and correct as of the Closing Date, as though made on and a...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_73
Section 6. Conditions Precedent to Obligations of Marvell, HoldCo, Bermuda Merger Sub and Delaware Merger Sub The obligations of Marvell, HoldCo, Bermuda Merger Sub and Delaware Merger Sub to effect the Mergers and otherwise consummate the Contemplated Transactions are subject to the satisfaction (...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_73
Section 6. Conditions Precedent to Obligations of Marvell, HoldCo, Bermuda Merger Sub and Delaware Merger Sub <omitted> (a) Each of the representations and warranties of the Company contained in this Agreement, other than the Specified Representations, shall have been accurate in all respects as of the date of ...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing
abridged
contract_80
Section 6.2.            Conditions to the Obligations of Parent and Merger Sub. The obligation of Parent and Merger Sub to consummate the Merger is subject to the satisfaction or, to the extent permitted by applicable Law, waiver, on or prior to the Closing, of the following conditions: (a)            the representat...
All/The R&Ws accurate at MAE standard
0
Accuracy of Target "General" R&W: Bringdown Standard Answer
<NONE>
Accuracy of Target R&W Closing Condition
7
Conditions to Closing