Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as 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 warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company as followsthat on the date hereof:
Appears in 18 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.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as follows:
Appears in 10 contracts
Samples: 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 represents and warrants to each other and to the Company as follows:
Appears in 8 contracts
Samples: Stockholders Agreement (Leslies Poolmart Inc), Stockholders Agreement (Check Mart of New Mexico Inc), Stockholders Agreement (Petco Animal Supplies Inc)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby severally represents and warrants to the Company as followsfollows with respect to itself only:
Appears in 7 contracts
Samples: Merger Agreement (Amc Entertainment Inc), Merger Agreement (Marquee Holdings Inc.), Merger Agreement (LCE Mexican Holdings, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents jointly and warrants severally represent and warrant to the Company Investor as follows:
Appears in 6 contracts
Samples: Stockholders Agreement (Kapson Senior Quarters Corp), Stockholders Agreement (Prometheus Senior Quarters LLC), Stockholders Agreement (Prometheus Senior Quarters LLC)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants to the Company Investor as follows:
Appears in 5 contracts
Samples: Voting Agreement (Ultimate Electronics Inc), Voting Agreement (Ultimate Electronics Inc), Voting Agreement (Wattles Mark J)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants to the Company Acquiror as follows:
Appears in 5 contracts
Samples: Tender Agreement (Pfizer Inc), Principal Stockholder Agreement (British Aerospace Holdings Inc), Principal Stockholder Agreement (Loral Space & Communications LTD)
Representations and Warranties of the Stockholders. Each Stockholder hereby severally and not jointly represents and warrants to the Company Acquiror as follows:
Appears in 4 contracts
Samples: Voting Agreement (Netscape Communications Corp), Voting Agreement (Clark James H), Voting Agreement (Netscape Communications Corp)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, jointly and severally as to itself and each other Stockholder, hereby represents and warrants to the Company as 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 hereby represents and warrants and covenants to the Company each other Stockholder as 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 of the Stockholders hereby represents jointly and warrants severally represent and warrant to the Company as 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 Stockholder, severally and not jointly, hereby represents and warrants to the Company as follows:
Appears in 4 contracts
Samples: Voting and Support Agreement (Bioventus Inc.), Voting and Support Agreement (Misonix Inc), Stockholders' Agreement (Harris R Perry)
Representations and Warranties of the Stockholders. Each In order to induce the Company to enter into this Agreement, each Stockholder hereby represents and warrants to the Company as follows:
Appears in 4 contracts
Samples: Shareholder Agreement (Methode Electronics Inc), Shareholder Agreement (Methode Electronics Inc), Tender Offer Agreement (Methode Electronics Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby individually represents and warrants to each other Stockholder and the Company as follows:
Appears in 3 contracts
Samples: Stockholders Agreement (Hayes Wheels International Inc), Stockholders Agreement (Buslease Inc /New/), Stockholders' Agreement (Nomura Holding America Inc Et Al)
Representations and Warranties of the Stockholders. Each Stockholder hereby hereby, severally and not jointly, represents and warrants to the Company as 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 to the Company and 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 represents and warrants warrants, jointly and severally, as of the date hereof to the Company Company, 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 of the Stockholders represents and warrants to the Company as follows:
Appears in 3 contracts
Samples: Stockholders Agreement (Universal Compression Holdings Inc), Stockholders Agreement (Tibco Software Inc), Stockholders Agreement (Universal Compression Inc)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants warrant to the Company as followsthat:
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 Stockholder, jointly and severally, represents and warrants to the Company as followsthat:
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 Stockholder, severally and not jointly, represents and warrants to to, and agrees with, the Company as 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 hereby, severally and not jointly, represents and warrants to the Company as follows:
Appears in 2 contracts
Samples: Lock Up Agreement (Cascade Investment LLC), Voting Agreement (Pacific Ethanol, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as followsfollows as to itself, as of the date of 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 warrants (severally and not jointly and solely as to itself) to the Company as 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 Stockholder, represents and warrants to the Company Acquiror, severally and not jointly, as follows:
Appears in 2 contracts
Samples: Stockholder Support Agreement (CF Finance Acquisition Corp. III), Stockholder Support Agreement (CF Finance Acquisition Corp. III)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents The Stockholders, jointly and warrants severally, represent and warrant to each of the Company Consenting Lenders as follows:
Appears in 2 contracts
Samples: Proxy and Stock Option Agreement (Toy Biz Inc), Proxy and Stock Option Agreement (Toy Biz Inc)
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, as to itself only, hereby represents and warrants to the Company Sequential 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 to the Company as followsBuyer 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 severally and not jointly represents and warrants to the Company as 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 severally represents and warrants to the Company as follows:
Appears in 2 contracts
Samples: Merger Agreement (Striker Industries Inc), Securities Purchase and Redemption Agreement (TWP Capital Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Acquiror as follows:
Appears in 2 contracts
Samples: Voting Agreement (Schwab Charles Corp), Voting Agreement (optionsXpress Holdings, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Buyer 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 with respect to itself and its ownership of the Company Shares to Purchaser and the Subsidiary 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 and warrants to the Company and 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 to the Company Acquiror as follows:
Appears in 2 contracts
Samples: Merger Agreement (Unitrode Corp), Voting Agreement (Unitrode Corp)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants to the Company as followsthat, with respect to such Stockholder:
Appears in 2 contracts
Samples: Recapitalization Agreement (Innerworkings Inc), Recapitalization Agreement (Echo Global Logistics, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents hereby, severally, represents, warrants, and warrants to the Company as followsagrees that:
Appears in 2 contracts
Samples: Merger Agreement (Tejas Inc), Merger Agreement (Tejas Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as follows, as of the date of this Agreement and during the Term:
Appears in 2 contracts
Samples: Shareholder Agreement (Lime Energy Co.), Shareholder and Investor Rights Agreement (Lime Energy Co.)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants to the Company 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 to the Company as followsthat:
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 to the Company severally and not jointly as follows:
Appears in 1 contract
Samples: Subscription and Stockholders’ Agreement (SCP Pool Corp)
Representations and Warranties of the Stockholders. Each Stockholder The Stockholders hereby represents represent and warrants to the Company as followswarrant that:
Appears in 1 contract
Samples: Stock Exchange Agreement (Great Hill Investors LLC)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as followsEntities that:
Appears in 1 contract
Samples: Voting and Support Agreement (Silver Lake West HoldCo, L.P.)
Representations and Warranties of the Stockholders. Each Stockholder hereby Stockholder, severally and not jointly, represents and warrants to the Company as followsBuyer that:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Sellers as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as followsthat:
Appears in 1 contract
Samples: Voting Agreement (GBS Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Corporation as of the date of this Agreement as follows:
Appears in 1 contract
Samples: Series B Preferred Stock Exchange Agreement (Alimera Sciences Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Investor, severally and not jointly, as follows:
Appears in 1 contract
Samples: Voting and Support Agreement (Nesco Holdings, Inc.)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company and Parent as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as followsthat:
Appears in 1 contract
Samples: Stockholders' Agreement (Translink Management Development Corp)
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents and warrants to the Company as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Company, as of the date hereof, and at all times during the term of this Agreement, as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby hereby, severally and not jointly, represents and warrants to the Company and the Investors as follows:
Appears in 1 contract
Samples: Preferred Stock Exchange Agreement (Paradigm Holdings, Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants on behalf of such Stockholder to the Company as followsCompany:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Company, severally and not jointly, and solely as to himself and his Common Shares, as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as followsInvestor with respect to itself that:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company and CVC, severally and not jointly, solely with respect to itself, as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder Stockholder, severally and not jointly, hereby represents and warrants to the Company and SPAC as follows:
Appears in 1 contract
Samples: Voting and Support Agreement (Athena Technology Acquisition Corp. II)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company XXX as follows:
Appears in 1 contract
Samples: Voting Agreement
Representations and Warranties of the Stockholders. Each Stockholder of the Stockholders hereby represents represent and warrants warrant to the Company as followsthat, with respect to such Stockholder:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company other as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders severally and not jointly represents and warrants to the Company as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby severally, as to itself, and not jointly, represents and warrants to to, and covenants and agrees with, the Company as follows:
Appears in 1 contract
Samples: Subscription Agreement (Loews Cineplex Entertainment Corp)
Representations and Warranties of the Stockholders. Each Stockholder hereby of the Stockholders represents and warrants to each other and to the Company as follows:follows (except with respect to the representations in Section 3.2.5, which are made solely by the Management Stockholders):
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company as follows:
Appears in 1 contract
Samples: Merger Agreement (Cherry Peter B & Cherry Family Group)
Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants to the Company as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants warrants, severally (and not jointly) solely with respect to such Stockholder, to the Company as follows:
Appears in 1 contract
Samples: Voting Agreement (Cubic Corp /De/)
Representations and Warranties of the Stockholders. Each The Stockholder hereby represents and warrants to each of the Company and Parent as follows:
Appears in 1 contract
Samples: Merger Agreement (Telik Inc)
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants warrants, severally and not jointly, and solely on its own behalf, to each other Stockholder and to the Company that on and as followsof the date hereof:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents and warrants to the Company Corporation and the other Stockholders as follows:
Appears in 1 contract
Representations and Warranties of the Stockholders. Each Stockholder hereby represents of the Stockholders represents, warrants and warrants covenants to the Company as followsthat:
Appears in 1 contract