Representations and Warranties of the Controlling Shareholders. Each of the Controlling Shareholders, jointly and severally, represents and warrants that:
Representations and Warranties of the Controlling Shareholders. The several Controlling Shareholders represent and warrant to the Buyer as follows, except as set forth in the Disclosed Documents, which shall operate as a limitation to Buyers' remedies under Section 6.2. The representations and warranties set forth below shall be considered given by as of the date of this Agreement and as of the Effective Date. The representations and warranties given under this Section 5 shall continue in full force and effect notwithstanding Closing. Where any statement in the following representations and warranties is qualified by the expression "to the best of the knowledge", "to the best of the information", "so far as the Controlling Shareholders are aware" or any similar expression, the respective Controlling Shareholder shall be deemed to have knowledge of anything of which any member of top-level management of such Controlling Shareholder has knowledge. Each several Controlling Shareholder undertakes to Buyer to disclose to Buyer in writing, immediately upon such Controlling Shareholder becoming aware of the same. full details of any fact, matter, event or circumstance which constitutes a breach of any of the representations and warranties given, or is reasonably likely to constitute such a breach when deemed given as of the Effective Date.
Representations and Warranties of the Controlling Shareholders. Each of Xxxxxxx Xxxxx and Sch&qout;yen, severally and not jointly, hereby represent and warrant to the Consenting Noteholders and the Senior Group Members, as at the date of this Restructuring Agreement, that:
Representations and Warranties of the Controlling Shareholders. James Jinshan Hong and Fame Brilliant Group Limited (“Fame Brilliant” and together with Xxxxx Xxxx, the “Controlling Shareholders”) jointly and severally represent and warrant that (i) the Registration Statements, and any amendments thereto, as of the their respective dates of effectiveness, the date hereof and each Closing Date did not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; and (ii) neither the General Disclosure Package as of the Applicable Time and each Closing Date nor the Prospectus, including any amendments or supplements thereto, as of its date, the date hereof and each Closing Date included or will include any untrue statement of a material fact or omitted or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. This Agreement has been duly authorized, executed and delivered by Xxxxx Xxxx and Fame Brilliant. Fame Brilliant has been duly organized and is validly existing as a corporation in good standing under the laws of the British Virgin Islands.
Representations and Warranties of the Controlling Shareholders. Each of the Controlling Shareholders respectively (and not jointly) represents and warrants to Net/Tech that the following representations and warranties pertaining to such individual Controlling Shareholder are true and correct in all material respects as of the Closing:
Representations and Warranties of the Controlling Shareholders. Considering that the Offeror consents to and executes the Tender Offer, each Controlling Shareholder hereby (individually rather than jointly) irrevocably and unconditionally confirms the following representations and warranties, to the actual knowledge of such Controlling Shareholder, are true and accurate as of the date of the Agreement (or at the date specified in the relevant representation or warranty):
Representations and Warranties of the Controlling Shareholders. 25 5.1 Authorization.................................................. 25 5.2 Due Execution and Delivery; Binding Obligations................ 26 5.3 No Conflict or Violation....................................... 26 5.4 Consents and Approvals......................................... 26 5.5 Title to SPC Common Stock...................................... 26 5.6 SPC's Representations and Warranties........................... 26 5.7
Representations and Warranties of the Controlling Shareholders. Each of the Controlling Shareholders, jointly and severally, represents and warrants to DPRC that the following statements are true and complete and not misleading as of the date of this Agreement:
