Representations and Warranties by Shareholders. 7.1.1. Each Shareholder represents and warrants that:
Representations and Warranties by Shareholders. Each Shareholder represents and warrants to each of the other Parties with regard to itself as follows:
Representations and Warranties by Shareholders. Each Shareholder represents and warrants to each of the other Shareholders and acknowledges that each of the other Shareholders is relying on these representations and warranties in connection with entering into this Agreement, that: each Shareholder owns beneficially and of record the number of issued and outstanding Shares set out opposite its name in Schedule A to this Agreement, that those Shares are not subject to any mortgage, hypothec, lien, charge, priority, pledge, encumbrance, security interest or adverse claim, and that no Person has any rights to become a holder or possessor of any of those Shares or of the certificates representing them; if the Shareholder is an individual, it has the capacity to enter into and give full effect to this Agreement; if the Shareholder is a corporation, it is duly incorporated and validly existing under the laws of its jurisdiction of incorporation and it has the corporate power and capacity to own its assets and to enter into and perform its obligations under this Agreement; if the Shareholder is a trust, partnership or joint venture, it is duly constituted under the laws which govern it, and it has the power to own its assets and to enter into and perform its obligations under this Agreement; this Agreement has been duly authorized, signed and delivered by it, and (assuming due signature and delivery by the other Parties) is a legal, valid and binding obligation of it enforceable against it in accordance with its terms, except as that enforcement may be limited by bankruptcy, insolvency and other similar laws affecting the rights of creditors generally and except that equitable remedies may be granted only in the discretion of a court of competent jurisdiction; if the Shareholder is a corporation, the signature, delivery and performance of this Agreement does not and will not contravene the provisions of its articles, by-laws, constating documents or other organizational documents, or the provisions of any indenture, agreement or other document to which it is a party or by which it may be bound; the Shareholder is not a non-resident for purposes of the Income Tax Act (Canada) [delete as appropriate: and if the Shareholder is a corporation, it is a “Canadian-controlled private corporation” within the meaning of the Income Tax Act (Canada)];
Representations and Warranties by Shareholders. 17 9.1 Organization of Companies; Enforceability...........................17 9.2 Consents............................................................17 9.3 LITIGATION..........................................................18 9.4 Compliance with Laws and Contracts..................................18 9.5 Corporate Acts and Proceedings......................................18 9.6
Representations and Warranties by Shareholders. As a material inducement to IHS and Newco to execute and perform their obligations under this Agreement, the Shareholders and Guarantors hereby, jointly and severally, represent and warrant to IHS and Newco as follows as of the Closing Date:
Representations and Warranties by Shareholders. Shareholders represent and warrant, severally and not jointly, to Evertec BR that the following information is true, complete, precise, accurate and correct with respect to each Shareholders individually considered, on the date hereof and will continue to be so until Closing (except where the representations and warranties themselves contain a reference to a previous date, in which case they shall be true and correct in all respects as of such date):
Representations and Warranties by Shareholders. Each of the Shareholders represents and warrants to Purchaser, but only with respect to the Purchased Shares which such the Shareholder is selling pursuant hereto, as follows and Shareholder acknowledges that Purchaser is relying upon such Vendor's representations and warranties in connection with The Purchaser’s purchase of the Purchased Shares on the date hereof:
Representations and Warranties by Shareholders. 12 4.2 GENERAL PROHIBITION ON TRANSFER...................................13 4.3 TRANSFERS TO A CONTROLLED ENTITY..................................13 4.4
Representations and Warranties by Shareholders. Each shareholder, as an inducement to cause Purchaser to enter into this agreement, severally represents and warrants that:
Representations and Warranties by Shareholders. (a) CanWest represents and warrants:
