Common use of Representations of the Seller Clause in Contracts

Representations of the Seller. The Seller hereby represents and warrants to Panamco Tica that: a. It is a corporation (sociedad anonima) incorporated under the laws of the Republic of Panama; b. It is the sole owner of the Shares subject to this Agreement as evidenced by the corresponding entries in the stock registry book of the Target Company, and that all requirements for the execution of this Agreement have been completed; c. It has all the requisite power and authority to execute and deliver this Agreement; d. The Shares are fully paid-in and free of any liens or encumbrances; there is no debt outstanding with respect to the Shares; there is no prohibition to sell or any other judicial order over the Shares; and the Shares are free of any third party rights; and e. It has not transferred, assigned or endorsed any of the Shares to third parties or by any other means, which could in any way affect the transaction described herein.

Representations of the Seller. The Seller hereby represents and warrants to Panamco Tica Mexico that: a. It is a corporation (sociedad anonima) incorporated under the laws of the Republic of Panama; b. It is the sole owner of the Shares subject to this Agreement as evidenced by the corresponding entries in the stock registry book of the Target Company, and that all requirements for the execution of this Agreement have been completed; c. It has all the requisite power and authority to execute and deliver this Agreement; d. The Shares are fully paid-in and free of any liens or encumbrances; there is no debt outstanding with respect to the Shares; there is no prohibition to sell or any other judicial order over the Shares; and the Shares are free of any third party rights; and e. It has not transferred, assigned or endorsed any of the Shares to third parties or by any other means, which could in any way affect the transaction described herein.

Representations of the Seller. The Seller hereby represents and warrants to Panamco Tica Inter-American that: a. It is a corporation (sociedad anonima) incorporated under the laws of the Republic of Panama; b. It is the sole owner of the Shares subject to this Agreement as evidenced by the corresponding entries in the stock registry book of the Target Company, and that all requirements for the execution of this Agreement have been completed; c. It has all the requisite power and authority to execute and deliver this Agreement; d. The Shares are fully paid-in and free of any liens or encumbrances; there is no debt outstanding with respect to the Shares; there is no prohibition to sell or any other judicial order over the Shares; and the Shares are free of any third party rights; and e. It has not transferred, assigned or endorsed any of the Shares to third parties or by any other means, which could in any way affect the transaction described herein.