Additional Representations and Warranties of the Shareholder Sample Clauses

Additional Representations and Warranties of the Shareholder. The Shareholder represents and warrants to the Company, as of the date hereof and as of the Closing Date, as follows:

Additional Representations and Warranties of the Shareholder. The Shareholder represents and warrants to GBB as follows:

Additional Representations and Warranties of the Shareholder. 19 Section 4.1 Ownership of the Shares 19 Section 4.2 Litigation 19 Section 4.3 Investment Representations 19 ARTICLE V REPRESENTATIONS AND WARRANTIES OF HOLDINGS AND MERGER SUB 21 Section 5.1 Corporate Organization, Etc 21 Section 5.2 Authority Relative to this Agreement 21 Section 5.3 Capitalization of Holdings 22 Section 5.4 Consents and Approvals; No Violations 22 Section 5.5 Litigation 22 Section 5.6 Brokers and Finders 22 Section 5.7 Validity of Shares 22 Section 5.8 No General Solicitation 23 Section 5.9 No Other Representations or Warranties 23 ARTICLE VI COVENANTS 23 Section 6.1 Conduct of the Business of the Company Pending the Closing 23 Section 6.2 Access to Information 25 Section 6.3 Disclosure Supplements 25 Section 6.4 Consents and Approvals 25 Section 6.5 Filings 26 Section 6.6 Further Assurances 26 Section 6.7 Medical Corporation Insurance 26 ARTICLE VII ADDITIONAL AGREEMENTS 26 Section 7.1 Acquisition Proposals 26 Section 7.2 Public Announcements 27 Section 7.3 Indemnification 27 Section 7.4 Notification of Certain Matters 31 Section 7.5 Non-Competition 31 Section 7.6 Tax Covenants 31 Section 7.7 Employment Agreement 33 Section 7.8 Company Audit 33 Section 7.9 Control 33

Additional Representations and Warranties of the Shareholder. The Shareholder hereby further represents and warrants to Holdings and Merger Sub, as of the date hereof and as of the Closing Date, except to the extent certain representations and warranties are limited to a certain date set forth in the applicable Section, as follows:

Additional Representations and Warranties of the Shareholder. The Shareholder hereby makes in favour of the Acquiror and the Acquiror Parent the representations and warranties with respect to the Corporation and the Opta Minerals Subsidiaries contained in Schedule "A" attached hereto (which forms an integral part of this Agreement), and acknowledges that the Acquiror and Acquiror Parent are relying upon such representations and warranties in entering into this Agreement and the Acquisition Agreement. Such representations and warranties will survive the completion of the Amalgamation or the transactions contemplated by the Acquisition Agreement for the period contemplated in Schedule "A" attached hereto.

Additional Representations and Warranties of the Shareholder. The Shareholder hereby represents and warrants to Timberline as follows: (i) the Shareholder is the beneficial or record owner of the Staccato Shares indicated on the signature page of this Agreement free and clear of any and all pledges, liens, security interests, claims, charges, restrictions, options or encumbrances; (ii) the Shareholder does not beneficially own any securities of Staccato other than the Staccato Shares and rights to purchase Staccato Shares set forth on the signature page of this Agreement; and (iii) the Shareholder has full power and authority to make, enter into and carry out the terms of this Agreement; and (iv) this Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding agreement of the Shareholder enforceable against him in accordance with its terms.

Additional Representations and Warranties of the Shareholder. Except as set forth in the correspondingly numbered section of the Disclosure Schedule, the Shareholder represents and warrants to TBA as follows:

Additional Representations and Warranties of the Shareholder. The Shareholder hereby represents and warrants to the Company as follows: