Principal Shareholder Representations Sample Clauses

Principal Shareholder Representations. To ensure that the Merger will qualify as a reorganization for federal income tax purposes, DDI will cause each of the Principal Shareholders to execute, at or before the Closing, the DDI Affiliates Agreement which contains a representation that such shareholder has no present plan or intention to sell or otherwise dispose of more than fifty percent (50%) of the shares of ISI Common Stock which the shareholders receives in the Merger and making such other representations as may be reasonably requested by ISI, its accountants or its attorneys for the purpose of ensuring such tax treatment.
Sample 1
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Principal Shareholder Representations. Subject to Section 5.02, the Principal Shareholder hereby represents and warrants to EWBC and EWB:
Sample 1
Principal Shareholder Representations 
Sample 1

Related to Principal Shareholder Representations

  • Stockholder Representations and Warranties Each Stockholder hereby severally (and not jointly) represents and warrants to the Company and the other Stockholders with respect to itself as follows:

  • Holder Representations The Holder hereby represents and warrants to the Company that:

  • Purchaser Representation Such Purchaser understands that the Securities are "restricted securities" and have not been registered under the Securities Act or any applicable state securities law and is acquiring the Securities as principal for its own account and not with a view to or for distributing or reselling such Securities or any part thereof, has no present intention of distributing any of such Securities and has no arrangement or understanding with any other persons regarding the distribution of such Securities (this representation and warranty not limiting such Purchaser's right to sell the Securities pursuant to the Registration Statement or otherwise in compliance with applicable federal and state securities laws). Such Purchaser is acquiring the Securities hereunder in the ordinary course of its business. Such Purchaser does not have any agreement or understanding, directly or indirectly, with any Person to distribute any of the Securities.

  • Seller’s Representations Seller represents and warrants to Buyer as follows:

  • Purchaser's Representations Purchaser represents and warrants to Seller as follows:

  • Purchaser Representations In connection with the issuance and acquisition of Shares under this Restricted Stock Agreement, the Purchaser hereby represents and warrants to the Company as follows:

  • The Sub-Adviser’s Representations The Sub-Adviser represents, warrants and agrees that it has all requisite power and authority to enter into and perform its obligations under this Agreement, and has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement. The Sub-Adviser represents, warrants and agrees that it is registered as an adviser under the Advisers Act.

  • Seller Representations Seller hereby represents and warrants that:

  • Buyer Representations Buyer represents and warrants to Seller as follows:

  • Holder’s Representations and Warranties As a material inducement to the Company to enter into this Agreement and consummate the Exchange, the Holder hereby represents and warrants with and to the Company, as of the date hereof and as of the Closing Date, as follows:

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