The Sellers. Section 9.01
The Sellers. (i) When any particular Seller (as opposed to the Sellers as a group) makes a representation, warranty, or covenant herein, then that representation, warranty, or covenant will be referred to herein as the "SEVERAL" obligation of such Sellers. This means that the particular Seller making the representation, warranty, or covenant will be solely responsible for any Adverse Consequences Buyer may suffer resulting from, arising out of, relating to, in the nature of, or caused by any breach thereof. The covenants of each of Sellers in Section 2(a) above concerning the sale of his Shares to Buyer and the representations and warranties of each of Sellers in Section 3(a) above concerning the transaction are the Several obligations of Sellers.
The Sellers. In the case of each Seller as an Indemnifying Party (i) any breach of any representation or warranty made by such Seller in Section 4 of this Agreement; (ii) any breach of any representation or warranty made by the Company in Section 5 of this Agreement (other than Section 5.11) or any breach or violation of any covenant or agreement made by the Company in this Agreement (other than with respect to Taxes which are covered by Section 11.6 hereof) to be performed at or prior to Closing; or (iii) any breach or violation of any covenant or agreement made by such Seller in this Agreement.
The Sellers. 2.1 The execution and delivery of this Agreement, and any of the Agreed Form documents to be executed, by the Sellers and the performance of and compliance with its terms and provisions will not:
The Sellers. 3.1(a)(1). Each of the Sellers is a corporation, sociedad anonima or limited liability company duly organized and validly existing under the Laws of the jurisdiction of its incorporation or organization.
The Sellers. Subsection 14.01 Additional Indemnification by the Sellers; Third Party Claims............................................ Subsection 14.02 Merger or Consolidation of the Seller...................
The Sellers. (a) represent and warrant to the Buyer, in relation to the period from the Effective Date to the date hereof; and
The Sellers. (i) deliver to the Purchaser the resignation letters of (a) Mr Wan Long, Xx Xxxx Shuge, Xx Xxxxxxx Xxxxx Pope and Mr Xxxxxxx Xxxx (the “Resigning Members”) from their position as members, Vice-Chairman and Vice-secretary to the Board of directors of the Company, respectively, and (b) the Resigning Members from their positions as members, Vice-Chairman and Secretary to the Board of directors of Campofrío Food Group, S.A., respectively, a copy of which are attached hereto as Schedule 4.2.2(i); and
The Sellers. 1.1 The Seller (not being an individual) is duly incorporated, in existence and duly registered and/or in good standing under the Laws of England and Wales.
The Sellers. At the Closing, the Sellers shall deliver, or cause to be delivered, to the Title Company for recording or delivery to Purchaser, as applicable, each of the following items (collectively, but only to the extent of execution by a Seller or its Affiliate, the “Seller Closing Deliveries”):
