Directors, Officers and Principal Shareholders Sample Clauses

Directors, Officers and Principal Shareholders. The Towne Disclosure Memorandum contains a true and complete list of all directors, executive officers, and Principal Shareholders of Towne Financial and Blue Ash.
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Directors, Officers and Principal Shareholders. During the past five years, none of the officers, directors or principal shareholders of SMOKE : a. Has had a petition under the Federal bankruptcy laws or any state insolvency law been filed by or against, or has had a receiver, fiscal agent or similar officer been appointed by a court for the business or property of (i) such officer, director or shareholder personally, (ii) any partnership in which such officer, director or shareholder was a general partner at the time of, or within two years prior to the filing of the petition or appointment, or (iii) any corporation or business association in which such officer, director or shareholder was an executive officer at the time of, or within two years prior to, the filing of the petition or appointment. b. Has been the subject of any order, judgment, or decree of any court of competent jurisdiction, not subsequently reversed, suspended, or vacated, permanently or temporarily enjoining such officer, director or shareholder from, or otherwise limiting, the following activities: (i) Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association, or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) Engaging in any type of business practice; (iii) Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or state securities laws or Federal commodities laws; c. Has been the subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any Federal or state authority barring, suspending, or otherwise limiting for more than 60 days, the right of such officer, director or shareholder to engage in any activity described in subparagraph (c)(i), above, or to be associated with persons engaged in any such activity; d. Has been found by a court in a civil action or by the Securities and Exchange Commission or any state securities authority to have violated any Federal or state securities law, the judgment or finding of which has not been subsequently vacat...
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Directors, Officers and Principal Shareholders. The Unity Disclosure Memorandum contains a true and complete list of all directors, executive officers, and Principal Shareholders of Unity Savings.
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Directors, Officers and Principal Shareholders. To the Company’s knowledge, all information concerning the Company’s directors, officers and principal shareholders as described in the Preliminary Offering Memorandum, the Time of Sale Information and the Offering Memorandum, as well as in the Lock-Up Agreement (as defined in Section 3(ii)), is true and correct in all material respects and the Company has not become aware of any information which would cause such information to become materially inaccurate and incorrect.
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Directors, Officers and Principal Shareholders. The representations and warranties set forth in Section 6.12 are true and correct with respect to the MKSR shareholders.
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Directors, Officers and Principal Shareholders. The representations and warranties set forth in Section 6.12 are true and correct with respect to the SMOKE shareholders.
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Directors, Officers and Principal Shareholders. The Ripley Disclosure Memoranda contains a true and complete list of all xxxxxxors, executive officers, and Principal Shareholders of Ripley National.
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Related to Directors, Officers and Principal Shareholders

  • Officers and Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and by-laws of the Surviving Corporation, in each case until their respective successors are duly elected and qualified.

  • Directors; Officers From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Directors of Surviving Corporation The directors of Merger Sub at the Effective Time shall, from and after the Effective Time, be the directors of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Charter and the Surviving By-Laws.

  • Incorporators, Stockholders, Officers and Directors of Company Exempt from Individual Liability No recourse under or upon any obligation, covenant or agreement contained in this Indenture or any indenture supplemental hereto, or in any Security or any coupons appertaining thereto, or because of any indebtedness evidenced thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer, director or employee, as such, of the Company or of any successor, either directly or through the Company or any successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of the Securities and the coupons appertaining thereto by the holders thereof and as part of the consideration for the issue of the Securities and the coupons appertaining thereto.

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

  • No Personal Liability of Directors, Officers, Employees and Shareholders No past, present or future director, officer, employee, incorporator or shareholder of the Company, as such, will have any liability for any obligations of the Company under the Indenture or the Notes or for any claim based on, in respect of, or by reason of, such obligations or their creation. By accepting any Note, each Holder waives and releases all such liability. Such waiver and release are part of the consideration for the issuance of the Notes.

  • Directors and Officers of Surviving Corporation The directors and officers of Merger Sub at the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Indemnification of Company, Directors and Officers and Selling Shareholders Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the 1933 Act or Section 20 of the 1934 Act, and each Selling Shareholder and each person, if any, who controls any Selling Shareholder within the meaning of Section 15 of the 1933 Act or Section 20 of the 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section, as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including the Rule 430A Information, the General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

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