Exceptions to Representations Sample Clauses

Exceptions to Representations. ¨ Check the box if the following statement is applicable: The Shareholder is the joint beneficial owner of the Shares, together with the Shareholder’s spouse. ¨ Check the box if the following statement is applicable: The Shareholder has joint voting power over the Shares, together with the Shareholder’s spouse. Other exceptions: EXHIBIT F FORM OF NON-SOLICITATION, NON-COMPETITION AND CONFIDENTIALITY
Sample 1
AutoNDA by SimpleDocs
Exceptions to Representations. ☐ Check the box if the following statement is applicable: The Shareholder is the joint beneficial owner of the Shares, together with the Shareholder’s spouse. ☐ Check the box if the following statement is applicable: The Shareholder has joint voting power over the Shares, together with the Shareholder’s spouse. Other exceptions: SMRH:483073136.3 Form of Certificate of Merger CERTIFICATE OF MERGER OF COMMUNITY 1ST BANCORP INTO FIRST FOUNDATION INC. Pursuant to Title 8, Section 252 of the Delaware General Corporation Law (the “DGCL”), the undersigned corporation executed the following Certificate of Merger: FIRST: The name of the surviving corporation is First Foundation Inc., a Delaware corporation, and the name of the corporation being merged into this surviving corporation is Community 1st Bancorp, a California corporation.
Sample 1
Exceptions to Representations. ☐ Check the box if the following statement is applicable: Shareholder is the joint beneficial owner of the Shares, together with Shareholder’s spouse. ☐ Check the box if the following statement is applicable: Shareholder has joint voting power over the Shares, together with Shareholder’s spouse. Other exceptions: EXHIBIT B Form of SCB Voting Agreement VOTING AGREEMENT, dated as of January 30, 2024 (this “Agreement”), by and among Southern California Bancorp, a California corporation (“SCB”), California BanCorp, a California corporation (“CBC”), and the undersigned shareholder of SCB (“Shareholder”).
Sample 1
Exceptions to Representations. 20 ARTICLE V. COVENANTS........................................................... 21
Sample 1
Exceptions to Representations. Section 13.3.2(a) Pursuant to a First Amended and Restated License Agreement dated October 2, 2002 among EVP, Baylor College of Medicine (“Baylor”), and the Regents of the University of Minnesota, as amended on October 2, 2002, the Collaboration may owe Baylor (i) a […***…] percent ([…***…]%) royalty on the Net Sales (as defined in the First Amendment and Restated License Agreement) of certain Collaboration Products resulting from the use of the EVP Screening Platform, and (ii) the following milestone payments per any such Collaboration Product, and per indication up to a maximum of […***…] indications for such product: […***…] US$ […***…] […***…] US$ […***…] […***…] US$ […***…] […***…] US$ […***…]
Sample 1
Exceptions to Representations. 3.2(d) If there is an event of default, if Xxxxxxx wants to foreclose on the pledged shares, PST will obtain shareholder approval.
Sample 1
Exceptions to Representations. Notwithstanding the foregoing, Seller and Shareholder expressly disclaim any representations and warranties, including any implied warranties, with respect to the Intellectual Property Assets related to products not included in Seller’s 2004 catalog. Further, Buyer acknowledges and agrees that Buyer is not purchasing all of the assets used or held by Seller in the operation of the Business and is not purchasing the Business as a going concern, and therefore Seller and Shareholder expressly disclaim any representations and warranties with respect to the Transferred Assets being sufficient to carry on the Business.
Sample 1
AutoNDA by SimpleDocs
Exceptions to Representations 
Sample 1Sample 2Sample 3See All (8)

Related to Exceptions to Representations

  • REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS 3.1 Each Party hereby represents and warrants to the other Party that, as of the date this Contract Amendment No. 15 is signed and as of the Effective Date of this Contract Amendment No. 15:

  • Representations, Warranties and Covenants The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that:

  • Representations; Warranties Any representation or warranty made by any Loan Party herein or any other Loan Document is breached or is false or misleading in any material respect, or any schedule, certificate, financial statement, report, notice or other writing furnished by any Loan Party to the Administrative Agent or any Lender in connection herewith is false or misleading in any material respect on the date as of which the facts therein set forth are stated or certified.

  • Nonsurvival of Representations, Warranties and Covenants None of the representations, warranties, covenants, obligations or other agreements in this Agreement or in any certificate, statement or instrument delivered pursuant to this Agreement, including any rights arising out of any breach of such representations, warranties, covenants, obligations, agreements and other provisions, shall survive the Closing and all such representations, warranties, covenants, obligations or other agreements shall terminate and expire upon the occurrence of the Closing (and there shall be no liability after the Closing in respect thereof), except for (a) those covenants and agreements contained herein that by their terms expressly apply in whole or in part after the Closing and then only with respect to any breaches occurring after the Closing and (b) this Article X and any corresponding definitions set forth in Article I.

  • Limitations on Representations and Warranties Except for the representations and warranties specifically set forth in this Agreement, neither Purchaser nor any of its agents, Affiliates or representatives, nor any other Person, makes or shall be deemed to make any representation or warranty to Seller, express or implied, at law or in equity, with respect to the transactions contemplated hereby, and Purchaser hereby disclaims any such representation or warranty whether by Purchaser or any of its officers, directors, employees, agents or representatives or any other Person.

  • Nonsurvival of Representations, Warranties and Agreements None of the representations, warranties, covenants and agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which by their terms apply in whole or in part after the Effective Time.

  • Representations, Warranties and Covenants of the Underwriters (1) Each Underwriter hereby severally, and not jointly, nor jointly and severally, represents and warrants to the Corporation that:

  • Basic Representations Section 3(a) of the Agreement is hereby amended by the deletion of “and” at the end of Section 3(a)(iv); the substitution of a semicolon for the period at the end of Section 3(a)(v) and the addition of Sections 3(a)(vi), as follows:

  • Certain Representations and Warranties; Limitations; Covenants By executing and delivering an Assignment and Acceptance, the parties to the assignment thereunder confirm to and agree with each other and the other parties hereto as follows:

  • WARRANTIES, REPRESENTATIONS AND COVENANTS Mortgagor warrants, represents and covenants to Mortgagee as follows:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!