REPRESENTATIONS AND WARRANTIES OF STOCKHOLDERS REGARDING THE COMPANY Sample Clauses

REPRESENTATIONS AND WARRANTIES OF STOCKHOLDERS REGARDING THE COMPANY. The Stockholders hereby represent and warrant, jointly and severally, to Buyer on and as of the Effective Date and again on and as of the Closing Date:
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
REPRESENTATIONS AND WARRANTIES OF STOCKHOLDERS REGARDING THE COMPANY. Subject to the provisions of Article VII hereof, the Stockholders represent and warrant to the Buyer that, except as set forth on a Disclosure Schedule delivered separately by the Company to Buyer (specifically identifying the relevant subsection hereof, except that information and disclosures contained in each schedule of the Disclosure Schedule shall be deemed to be disclosed and incorporated by reference in each of the other schedules of the Disclosure Schedule to the extent that there is a cross-reference or it is reasonably apparent on the face of the Disclosure Schedule that such information and disclosures are relevant to such other schedules of the Company Disclosure Schedule, whether or not a cross reference to such other schedules is specifically made), the following representations are true and correct.
Sample 1

Related to REPRESENTATIONS AND WARRANTIES OF STOCKHOLDERS REGARDING THE COMPANY

  • Representations and Warranties of Stockholders Each Stockholder on its own behalf represents and warrants to Parent, severally and not jointly, as of the date hereof with respect to such Stockholder, that:

  • Representations and Warranties of Stockholder Stockholder hereby represents and warrants to Parent as follows:

  • Representations and Warranties of the Company Regarding the Offering (a) The Company represents and warrants to, and agrees with, the several Underwriters, as of the date hereof and as of the Closing Date (as defined in Section 4(d) below) and as of each Option Closing Date (as defined in Section 4(b) below), as follows:

  • REPRESENTATIONS AND WARRANTIES OF SHAREHOLDERS Each Shareholder hereby represents and warrants to the Company as follows:

  • Representations and Warranties of Shareholder Shareholder hereby represents and warrants to Parent as follows:

  • Representations and Warranties of Optionee Optionee hereby represents and warrants that: A. The options granted hereby and the Shares which will be purchased by and delivered to Optionee upon exercise of such options are being acquired by Optionee for his own account and not with a view to resale or other disposition thereof. B. Optionee will not sell, transfer, or make any other disposition of any option or the shares to be purchased and delivered to Optionee hereunder upon the exercise of such option unless and until (a) such option or shares, as applicable, are included in a registration statement or a post-effective amendment under the Securities Act which has been filed by the Optionor and declared effective by the Securities and Exchange Commission (the "SEC"), or (b) in the opinion of counsel for the Optionor, no such registration statement or post-effective amendment is required, or (c) the SEC has first issued a "no action" letter regarding any such proposed disposition of any option or the shares.

  • Representations and Warranties of the Company The Company represents and warrants to the Buyer that:

  • REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby represents and warrants to the Stockholder as follows:

  • Representations and Warranties of Executive Executive represents and warrants to the Company that— (a) Executive is entering into this Agreement voluntarily and that Executive’s employment hereunder and compliance with the terms and conditions hereof will not conflict with or result in the breach by Executive of any agreement to which Executive is a party or by which Executive may be bound; (b) Executive has not violated, and in connection with Executive’s employment with the Company will not violate, any non-solicitation, non-competition, or other similar covenant or agreement of a prior employer by which Executive is or may be bound; and (c) in connection with Executive’s employment with the Company, Executive will not use any confidential or proprietary information Executive may have obtained in connection with employment with any prior employer.

  • Representations and Warranties of Sponsor The Sponsor represents and warrants to, and agrees with, the Investor that:

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