Common use of Representations and Warranties of the Stockholders Clause in Contracts

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereof:

Appears in 19 contracts

Samples: Stockholders Agreement (BJ's Wholesale Club Holdings, Inc.), Stockholders Agreement (BJ's Wholesale Club Holdings, Inc.), Stockholders Agreement (BJ's Wholesale Club Holdings, Inc.)

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Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 19 contracts

Samples: Voting and Support Agreement (Trean Insurance Group, Inc.), Voting and Support Agreement (AgroFresh Solutions, Inc.), Voting and Support Agreement (CD&R Associates VIII, Ltd.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofwarrants as follows:

Appears in 10 contracts

Samples: Form of Voting Agreement (Alteryx, Inc.), Voting Agreement (Avid Technology, Inc.), Voting Agreement (Momentive Global Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders severally represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofBuyer that:

Appears in 10 contracts

Samples: Agreement (Computer Management Sciences Inc), Agreement (Sheridan Energy Inc), Agreement (Calpine Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 9 contracts

Samples: Voting Agreement (Searchlight Minerals Corp.), Stockholder's Agreement (Allion Healthcare Inc), Exchange Offer Agreement (Thwapr, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 8 contracts

Samples: Stockholders Agreement (Leslies Poolmart Inc), Stockholders Agreement (Check Mart of New Mexico Inc), Stockholders Agreement (Veterinary Centers of America Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointly, represents and warrants, solely on its own behalfwith respect to itself, to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 7 contracts

Samples: Stockholders’ Agreement (Guardian Pharmacy Services, Inc.), Stockholders’ Agreement (BCHI Holdings, LLC), Stockholders’ Agreement (Fusion Connect, Inc.)

Representations and Warranties of the Stockholders. Each The -------------------------------------------------- Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofPurchaser as follows:

Appears in 7 contracts

Samples: Amended Stock Election Agreement (Citation Corp /Al/), Stock Election Agreement (Citation Corp /Al/), Stock Election Agreement (Citation Corp /Al/)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby severally represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows with respect to itself only:

Appears in 7 contracts

Samples: Consent and Support Agreement (LCE Mexican Holdings, Inc.), Consent and Support Agreement (Marquee Holdings Inc.), Consent and Support Agreement (Amc Entertainment Inc)

Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents jointly and warrants, severally represent and not jointly, and solely on its own behalf, warrant to each other Stockholder and to the Company that on the date hereofInvestor as follows:

Appears in 6 contracts

Samples: Stockholders Agreement (Prometheus Senior Quarters LLC), Stockholders Agreement (Prometheus Senior Quarters LLC), Stockholders Agreement (Prometheus Senior Quarters LLC)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby acknowledges, represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder the remaining Stockholders and to the Company that on the date hereofCorporation as follows:

Appears in 5 contracts

Samples: Stockholders Agreement (Formfactor Inc), Stockholders Agreement (Formfactor Inc), Stockholders Agreement (International Sports Wagering Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents represents, warrants and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and covenants to the Company that on the date hereofother parties hereto as follows:

Appears in 5 contracts

Samples: Voting Agreement (Fishman Steven E.), Voting Agreement (Fishman Steven E.), Voting Agreement (Fishman Steven E.)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofInvestor as follows:

Appears in 5 contracts

Samples: Voting Agreement (Ultimate Electronics Inc), Voting Agreement (Ultimate Electronics Inc), Option Agreement (Wattles Mark J)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, warrants (severally and not jointly, and solely on its own behalf, jointly as to each other Stockholder and itself only) to the Company that on the date hereofAcquiror as follows:

Appears in 5 contracts

Samples: Stockholder Support Agreement (CM Life Sciences II Inc.), Company Holders Support Agreement (Cerberus Telecom Acquisition Corp.), Company Holders Support Agreement (Hudson Executive Investment Corp.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointly, hereby represents and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofAcquiror as follows:

Appears in 5 contracts

Samples: Tender Agreement (Pfizer Inc), Principal Stockholder Agreement (Loral Space & Communications LTD), Principal Stockholder Agreement (Loral Space & Communications LTD)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsThe Stockholders severally, severally and but not jointly, hereby represent and solely on its own behalf, warrant to each other Stockholder and to the Company that on the date hereofBuyer that:

Appears in 5 contracts

Samples: Voting Agreement (Lingenfelter John), Voting Agreement (Adc Telecommunications Inc), Voting Agreement (Pairgain Technologies Inc /Ca/)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofBuyer as follows:

Appears in 5 contracts

Samples: Voting and Support Agreement (UpHealth, Inc.), Voting Agreement (Trudy Corp), Asset Purchase Agreement (Trudy Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofAcquiror as follows:

Appears in 4 contracts

Samples: Registration Rights Agreement (Priveterra Acquisition Corp.), Company Support Agreement (DFP Healthcare Acquisitions Corp.), Voting Agreement (Schwab Charles Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofwarrants that:

Appears in 4 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Tableau Software Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointly, hereby represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Voting and Support Agreement (Misonix Inc), Voting and Support Agreement (Bioventus Inc.), Stockholders' Agreement (Equivest Finance Inc)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrantswarrants to the Company, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Voting Agreement (Paradyne Networks Inc), Voting Agreement (Zhone Technologies Inc), Voting Agreement (Zhone Technologies Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby severally represents and warrants, severally warrants with respect to itself and not jointly, its ownership of the Shares to Purchaser and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofSubsidiary as follows:

Appears in 4 contracts

Samples: Stock Option Agreement (Shared Technologies Fairchild Inc), Stock Option Agreement (Shared Technologies Fairchild Inc), Stock Purchase Agreement (Digex Inc)

Representations and Warranties of the Stockholders. Each In order to induce the Company to enter into this Agreement, each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Agreement (Methode Electronics Inc), Agreement (Methode Electronics Inc), Agreement (Methode Electronics Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantswarrants (severally, severally and not jointly, and solely on its own behalf, as to each other Stockholder and itself only) to the Company that on the date hereofAcquiror as follows:

Appears in 4 contracts

Samples: Support Agreement (Ventoux CCM Acquisition Corp.), Support Agreement (Ventoux CCM Acquisition Corp.), Support Agreement (dMY Technology Group, Inc. IV)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofwarrants as follows:

Appears in 4 contracts

Samples: Agreement (One East Partners Master L.P.), Agreement (Spectrum Group Management LLC), Stockholders Agreement (Highland Capital Management Lp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, jointly represents and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofAcquiror as follows:

Appears in 4 contracts

Samples: Voting Agreement (Netscape Communications Corp), Voting Agreement (America Online Inc), Voting Agreement (Netscape Communications Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally warrants and not jointly, and solely on its own behalf, covenants to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Stockholders Agreement, Stockholders Agreement (Wynn Resorts LTD), Stockholders Agreement (Wynn Resorts LTD)

Representations and Warranties of the Stockholders. Each Stockholder Stockholder, as to such Stockholder, hereby represents and warrants, severally and not jointlywarrants to, and solely on its own behalfcovenants with, to each other Stockholder and to the Company that on the date hereofUSXX as follows:

Appears in 4 contracts

Samples: Voting Agreement (On Site Sourcing Inc), Voting Agreement (U S Technologies Inc), Stock Election Agreement (On Site Sourcing Inc)

Representations and Warranties of the Stockholders. Each Stockholder Stockholder, jointly and severally as to itself and each other Stockholder, hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Voting Agreement (Silgan Holdings Inc), Voting Agreement (Silgan Holdings Inc), Voting Agreement (Graham Packaging Co Inc.)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents jointly and warrants, severally represent and not jointly, and solely on its own behalf, to each other Stockholder and warrant to the Company that on the date hereofas follows:

Appears in 4 contracts

Samples: Voting Agreement (Elsztain Eduardo S), Voting Agreement (SREP III Flight - Investco, L.P.), Voting Agreement (Condor Hospitality Trust, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder behalf hereby severally represents and warrants to the Company that on Buyer with respect to itself and its, his or her ownership of the date hereofShares as follows:

Appears in 3 contracts

Samples: Stockholder Agreement (Skyworks Solutions, Inc.), Stockholder Agreement (Advanced Analogic Technologies Inc), Stockholder Agreement (Tenfold Corp /Ut)

Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrant to the Company that on the date hereofthat:

Appears in 3 contracts

Samples: Recapitalization Agreement (Commercial Vehicle Group, Inc.), Recapitalization Agreement (Commercial Vehicle Group, Inc.), Recapitalization Agreement (Fabrene Group Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally jointly and not jointlyseverally, and solely on its own behalf, to each other Stockholder and as of the date hereof to the Company that on the date hereofCompany, as follows:

Appears in 3 contracts

Samples: Class B Stock Exchange Agreement (Brookfield Asset Management Inc.), Class B Stock Exchange Agreement (Brookfield Asset Management Inc.), Class B Stock Exchange Agreement (GGP Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantshereby, severally and not jointly, represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofother Stockholders as follows:

Appears in 3 contracts

Samples: Agreement (Analex Corp), Voting Agreement (Analex Corp), Voting Agreement (Stout Jon M)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantshereby, severally and not jointly, represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 3 contracts

Samples: Recapitalization Agreement (Jazz Semiconductor Inc), Note and Share Exchange Agreement (Invisa Inc), Preferred Stock Redemption Agreement (Paradigm Holdings, Inc)

Representations and Warranties of the Stockholders. Each Stockholder Stockholder, on behalf of itself and its affiliates, hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofand each Investor as follows:

Appears in 3 contracts

Samples: Voting Agreement (Clean Energy Technologies, Inc.), Securities Purchase Agreement (Gulfmark Offshore Inc), Voting Agreement (Gulfmark Offshore Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby Stockholder, jointly and severally, represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 3 contracts

Samples: Support Agreement (Icahn Enterprises L.P.), Support Agreement (Dynegy Inc.), Support Agreement (Icahn Carl C)

Representations and Warranties of the Stockholders. Each Stockholder hereby individually represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereoffollowing:

Appears in 3 contracts

Samples: Stockholders Agreement (Builders FirstSource, Inc.), Stockholders Agreement (Builders FirstSource, Inc.), Stock Purchase Agreement (Builders FirstSource, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby severally represents and warrants, severally warrants with respect to itself and not jointly, and solely on its own behalf, ownership of the Shares to each other Stockholder and to the Company that on the date hereofPurchaser as follows:

Appears in 3 contracts

Samples: Voting Agreement (Elan Corp PLC), Voting Agreement (Manor Care Inc/New), Voting Agreement (Elan Corp PLC)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents 5.1 The Stockholders hereby, jointly and warrants, severally represent and not jointly, and solely on its own behalf, to each other Stockholder and warrant to the Company that on the date hereofBuyer as follows:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Amacore Group, Inc.), Stock Purchase Agreement (Amacore Group, Inc.), Stock Purchase Agreement (Amacore Group, Inc.)

Representations and Warranties of the Stockholders. Each -------------------------------------------------- Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalfbehalf hereby severally represents and warrants to Acquiror with respect to itself and its, to each other Stockholder and to his or her ownership of the Company that on the date hereofShares as follows:

Appears in 3 contracts

Samples: Stockholder Agreement (Cmgi Inc), Stockholder Agreement (Cmgi Inc), Stockholder Agreement (Prodigy Communications Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, warrants (severally and not jointly, jointly and solely on its own behalf, as to each other Stockholder itself only) to Acquiror and to the Company that on the date hereofas follows:

Appears in 3 contracts

Samples: Company Holders Support Agreement (Supernova Partners Acquisition Co II, Ltd.), Company Holders Support Agreement (Supernova Partners Acquisition Co II, Ltd.), Company Holders Support Agreement (Supernova Partners Acquisition Co II, Ltd.)

Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 3 contracts

Samples: Forfeiture Agreement (Kal Energy Inc), Parent Stockholder Voting Agreement (CBS Corp), Parent Stockholder Voting Agreement (Metro Networks Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofwarrants as follows:

Appears in 3 contracts

Samples: Stockholders Agreement (Universal Compression Inc), Stockholders Agreement (Tibco Software Inc), Stockholders Agreement (Universal Compression Holdings Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally warrants to Acquiror and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofAcquisition Sub that:

Appears in 3 contracts

Samples: Voting Agreement (Veridian Corp), Voting Agreement (Veridian Corp), Voting Agreement (General Dynamics Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally warrants to Parent and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofas to itself as follows:

Appears in 3 contracts

Samples: Joinder Agreement (Talos Energy Inc.), Form of Parent Support Agreement (Talos Energy Inc.), Form of Parent Support Agreement (Talos Energy Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantshereby, severally and not jointly, represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas to itself as follows:

Appears in 3 contracts

Samples: Voting and Support Agreement (Khan Nazar M.), Voting and Support Agreement (Pascual Bryan J.), Voting and Support Agreement (Stammtisch Investments LLC)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and Buyer as to the Company that on the date hereofitself that:

Appears in 2 contracts

Samples: Voting Agreement (PPLC Acquisition Corp), Option and Voting Agreement (CVS Corp)

Representations and Warranties of the Stockholders. Each -------------------------------------------------- Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofAcquisition that:

Appears in 2 contracts

Samples: Inducement Agreement (Silverline Technologies LTD), Inducement Agreement (Silverline Technologies LTD)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Parent Voting Agreement (Instinet Group Inc), Parent Voting Agreement (Instinet Group Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointlyjointly with any other Stockholder, hereby represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on as of the date hereof:

Appears in 2 contracts

Samples: Governance Agreement (Mosaic Co), Governance Agreement (Mosaic Co)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointly, represents and solely on its own behalfwarrants to, to each other Stockholder and to agrees with, the Company that on the date hereofas follows:

Appears in 2 contracts

Samples: Exchange Agreement (New World Coffee Manhattan Bagel Inc), Exchange Agreement (Bet Associates Lp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofBuyer as follows:

Appears in 2 contracts

Samples: Voting and Standstill Agreement, Voting and Standstill Agreement (Arbor Realty Trust Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby severally represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofwarrants as follows:

Appears in 2 contracts

Samples: Plan and Agreement of Merger (Striker Industries Inc), Securities Purchase and Redemption Agreement (TWP Capital Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby -------------------------------------------------- severally represents and warrants, severally warrants with respect to itself and not jointly, its ownership of the Shares to Purchaser and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofSubsidiary as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Intermedia Communications of Florida Inc), Stock Purchase Agreement (Intermedia Communications of Florida Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders, jointly and warrantsseverally, severally represent and not jointly, and solely on its own behalf, warrant to each other Stockholder and to the Company that on the date hereofBuyer as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Baker & Taylor Corp), Stock Purchase Agreement (National Dentex Corp /Ma/)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat, with respect to such Stockholder:

Appears in 2 contracts

Samples: Form of Recapitalization Agreement (Echo Global Logistics, Inc.), Recapitalization Agreement (Innerworkings Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and hereby, severally, represents, warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofagrees that:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tejas Inc), Agreement and Plan of Merger (Tejas Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on as follows, as of the date hereofof this Agreement and during the Term:

Appears in 2 contracts

Samples: Shareholder and Investor Rights Agreement (Lime Energy Co.), Shareholder and Investor Rights Agreement (Lime Energy Co.)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Governance Agreement (Sheldahl Inc), Governance Agreement (Sheldahl Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders, jointly and warrantsseverally, severally represent and not jointly, and solely on its own behalf, warrant to each other Stockholder and to of the Company that on the date hereofConsenting Lenders as follows:

Appears in 2 contracts

Samples: Proxy and Stock Option Agreement (Toy Biz Inc), Proxy and Stock Option Agreement (Toy Biz Inc)

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Representations and Warranties of the Stockholders. Each Stockholder hereby (as to itself only) represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on and the date hereofother Stockholder that:

Appears in 2 contracts

Samples: Stockholders Agreement (Consoltex Inc/ Ca), Indenture (Consoltex Inc/ Ca)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereof:as follows.

Appears in 2 contracts

Samples: Share Exchange Agreement (Bison Petroleum, Corp.), Share Exchange Agreement (Bison Petroleum, Corp.)

Representations and Warranties of the Stockholders. Each Stockholder hereby jointly and severally represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Exchange Agreement (BioScrip, Inc.), Exchange Agreement (BioScrip, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on as follows as to itself, as of the date hereofof this Agreement and during the Term:

Appears in 2 contracts

Samples: Tender and Support Agreement (Plainfield Asset Management LLC), Tender and Support Agreement (Playboy Enterprises Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantswarrants to the Company and GCI, severally and not jointlyjointly or jointly and severally, and solely on its own behalfwith respect to itself, to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 2 contracts

Samples: Voting Agreement (General Communication Inc), Voting Agreement (Malone John C)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, jointly represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 2 contracts

Samples: Voting and Support Agreement (Biora Therapeutics, Inc.), Voting and Support Agreement (Athyrium Opportunities III Co-Invest 1 LP)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Voting Agreement (GBS Inc.), Voting Agreement (Searchlight Minerals Corp.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders represent and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrant to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Standstill and Board Nomination Agreement (Valeant Pharmaceuticals International), Agreement (Sara Lee Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofthat:

Appears in 2 contracts

Samples: Stockholder’s Agreement (Forest Oil Corp), ’s Agreement (Forest Oil Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofBuyer that:

Appears in 2 contracts

Samples: Voting and Support Agreement (BTRS Holdings Inc.), Voting and Support Agreement (BTRS Holdings Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder behalf hereby severally represents and warrants to the Company that on with respect to such Stockholder and such Stockholder’s ownership of the date hereofShares as follows:

Appears in 2 contracts

Samples: Voting Agreement (PRA International), Voting Agreement (PRA International)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders, jointly and warrantsseverally, severally represent and not jointly, warrant to Purchasers and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofJAKKS as follows:

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement (Jakks Pacific Inc), Asset Purchase and Sale Agreement (Jakks Pacific Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and as of the date hereof to the Company that on the date hereofas follows:

Appears in 2 contracts

Samples: I Preferred Stock Exchange Agreement (Brookfield Asset Management Inc.), Series I Preferred Stock Exchange Agreement (Rouse Properties, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofand Parent as follows:

Appears in 2 contracts

Samples: Voting Agreement (INC Research Holdings, Inc.), Voting Agreement (INC Research Holdings, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder hereby severally represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofAcquiror as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Unitrode Corp), Voting Agreement (Unitrode Corp)

Representations and Warranties of the Stockholders. Each Stockholder Stockholder, as to itself only, hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofSequential as follows:

Appears in 2 contracts

Samples: Voting and Support Agreement (Martha Stewart Living Omnimedia Inc), Voting and Support Agreement (Sequential Brands Group, Inc.)

Representations and Warranties of the Stockholders. Each -------------------------------------------------- Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, behalf hereby severally represents and warrants to each other Stockholder Acquiror with respect to itself and to its or her ownership of the Company that on the date hereofShares as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cmgi Inc), Exhibit 3 Stockholder Agreement (Cmgi Inc)

Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents jointly and warrants, severally represent and not jointly, and solely on its own behalf, warrant to each other Stockholder and to the Company that on the date hereofPurchaser as follows:

Appears in 2 contracts

Samples: Voting Agreement (Capital Trust Inc), Voting Agreement (Berkley W R Corp)

Representations and Warranties of the Stockholders. Each -------------------------------------------------- Stockholder on its own behalf hereby represents and warrants, severally warrants to Acquiror with respect to itself and not jointly, and solely on its own behalf, to each other Stockholder and to or her ownership of the Company that on the date hereofShares as follows:

Appears in 2 contracts

Samples: Stockholder Support Agreement (Mattel Inc /De/), Stockholder Support Agreement (Mattel Inc /De/)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, warrants (severally and not jointly, jointly and solely on its own behalf, as to each other Stockholder and itself) to the Company that on the date hereofas follows:

Appears in 2 contracts

Samples: Voting Agreement (R1 RCM Inc. /DE), Voting Agreement (R1 RCM Inc. /DE)

Representations and Warranties of the Stockholders. Each Stockholder hereby individually represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereof:as follows: (a)

Appears in 1 contract

Samples: Stockholders Agreement (Hayes Wheels International Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantsStockholder, severally and not jointly, represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofBuyer that:

Appears in 1 contract

Samples: Stockholder Agreement (Apb Acquisition Corp)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby severally represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofBuyer as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (BMJ Medical Management Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents of the Stockholders represents, warrants and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and covenants to the Company that on the date hereofas follows:

Appears in 1 contract

Samples: Voting Agreement (My Size, Inc.)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents represent and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrant to the Company that on the date hereofthat, with respect to such Stockholder:

Appears in 1 contract

Samples: Recapitalization Agreement (Lason Inc)

Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 1 contract

Samples: Voting Agreement (Marvel Enterprises Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofother as follows:

Appears in 1 contract

Samples: Voting Agreement (Solar Enertech Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents of the Stockholders represents, warrants and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and covenants to the Company that on the date hereofthat:

Appears in 1 contract

Samples: Exchange Agreement (Iteris Holdings Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereof(only as to such Stockholder and not any other Stockholder) as follows:

Appears in 1 contract

Samples: Voting Agreement (Virtusa Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby The Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 1 contract

Samples: Registration Rights Agreement (United Auto Group Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofSellers as follows:

Appears in 1 contract

Samples: Voting Agreement (Monarch Alternative Capital LP)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the -------------------------------------------------- Stockholders represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofthat:

Appears in 1 contract

Samples: Registration Rights Agreement (Physician Support Systems Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, of the Stockholders severally and not jointly, jointly represents and solely on its own behalf, to each other Stockholder and warrants to the Company that on the date hereofas follows:

Appears in 1 contract

Samples: Voting and Contribution Agreement (Nexthealth Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, warrants to the Company severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofjointly as follows:

Appears in 1 contract

Samples: Subscription and Stockholders’ Agreement (SCP Pool Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company Acquiror that on the date hereofsuch Stockholder:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Old Guard Group Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrantswarrants to the Company, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on the date hereofas follows:

Appears in 1 contract

Samples: Stockholders Agreement (Genstar Therapeutics Corp)

Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants, severally and not jointly, and solely warrants on its own behalf, to each other behalf of such Stockholder and to the Company that on the date hereofCompany:

Appears in 1 contract

Samples: Registration Rights Agreement (Bailey Ralph E)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, warrants to each other Stockholder and to the Company that on the date hereofStateside as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Stateside Fundings Inc)

Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and warrants to the Company that on Corporation and the date hereofother Stockholders as follows:

Appears in 1 contract

Samples: Stockholders' Agreement (Charter Medical Corp)

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