Representations and Warranties by the Shareholder Sample Clauses

Representations and Warranties by the Shareholder. The Shareholder represents and warrants that:
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Representations and Warranties by the Shareholder. Regarding ----------------------------------------------------------- Investment Intent; Restrictions on Transfer. The Shareholder represents and ------------------------------------------- warrants to the Company as follows:
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Representations and Warranties by the Shareholder. The Shareholder represents and warranties to the Transferee as follows:
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Representations and Warranties by the Shareholder. The Shareholder represents and warrants, and where applicable undertakes, to the Joint Lead Managers that:
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Representations and Warranties by the Shareholder. 3.1. Xxxxx Xx, a resident of United States with driver license ID of X0000000 ("Mr. Lo"), as the Ultimate Beneficial Owner of the Transferor, hereby represents, warrants, covenants, agrees and confirms to Transferee that, from and after the Effective Date, Mr. Lo shall thereby assume and take responsibility and liability for the following: (a) any and all Liabilities attributable to Companies and the Assets (as defined below) , as applicable, to the extent that the same arise or accrue on or before the Closing and are attributable to events or circumstances which arise or occur on or before the Closing; and (b) any and all Liabilities with respect to the structural, physical or environmental condition of the property or land owned by Companies, as applicable, whether such Liabilities are latent or patent, whether the same arise or accrue on or before the Closing, and whether the same are attributable to events or circumstances which may arise or occur on or before the Closing, including, without limitation, all Environmental Liabilities; and (c) any and all Liabilities that arose or accrued prior to the Closing or are attributable to events which arose or occurred prior to the Closing, but only if Mr. Lo and its affiliates are deemed to know about the same on or before the Closing (excluding Liability to the extent the same arise or accrue as a result of any tort claims); (d) Intentionally Deleted; and (e) any and all Liabilities with respect to which Mr. Lo and its affiliates receive a credit at or before the Closing, but only to the extent of such credit. Mr. Lo acknowledges and agrees that the Liabilities to be assumed by Mr. Lo pursuant to each of the foregoing clauses are intended to be independent of one another, so Mr. Lo shall assume Liabilities described in each of the clauses even though some of those Liabilities may be read to be excluded by another clause.
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Representations and Warranties by the Shareholder. The Shareholder represents and warrants to the Purchaser as of the Effective Date and as of the Closing Date as follows:
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Representations and Warranties by the Shareholder 
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Related to Representations and Warranties by the Shareholder

  • Representations and Warranties by the Selling Shareholder The Selling Shareholder represents and warrants to each Underwriter as of the date hereof, as of the Closing Time, and, if the Selling Shareholder is selling Option Securities on a Date of Delivery, as of each such Date of Delivery, and agrees with each Underwriter, as follows:

  • Representations and Warranties by the Seller The Seller represents and warrants to the Purchaser that:

  • Representations and Warranties by the Selling Shareholders Each Selling Shareholder severally represents and warrants to each Underwriter as of the date hereof, as of the Closing Time, and, if the Selling Shareholder is selling Option Securities on a Date of Delivery, as of each such Date of Delivery, and agrees with each Underwriter, as follows:

  • Representations and Warranties by the Purchaser The Purchaser represents and warrants to the Company as of the time of issuance of the Notes and Warrants as follows:

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

  • Representations and Warranties by the Holder The Holder represents and warrants to the Company as follows:

  • Representations and Warranties by the Selling Stockholders Each Selling Stockholder severally represents and warrants to each Underwriter as of the date hereof, as of the Closing Time, and, if the Selling Stockholder is selling Option Securities on a Date of Delivery, as of each such Date of Delivery, and agrees with each Underwriter, as follows:

  • Representations and Warranties by the Company The Company represents and warrants to each Underwriter as of the date hereof, the Applicable Time, the Closing Time (as defined below) and any Date of Delivery (as defined below), and agrees with each Underwriter, as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS The Shareholders, individually and separately, represent and warrant as follows:

  • Representations and Warranties by the Employee The Employee represents and warrants to the Employer that the execution and delivery by the Employee of this Agreement do not, and the performance by the Employee of the Employee’s obligations hereunder will not, with or without the giving of notice or the passage of time, or both: (a) violate any judgment, writ, injunction, or order of any court, arbitrator, or governmental agency applicable to the Employee; or (b) conflict with, result in the breach of any provisions of or the termination of, or constitute a default under, any agreement to which the Employee is a party or by which the Employee is or may be bound.

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