Examples of Seller Officer in a sentence
As of the Effective Time of the Merger, Seller Sub shall make lump sum cash payments to each other Seller Officer who has a change in control agreement in effect as of the date hereof, and the Surviving Bank Corporation shall provide continued insurance coverage to each of such officers in accordance with the terms of the change in control agreements, in each case regardless of whether such officers are subsequently retained as employees of Buyer or Buyer Sub following the Effective Time.
Notwithstanding anything herein to the contrary, neither the Sellers nor the Company makes any representations and warranties in this Article IV, in Article III or in the US Seller Officer Certificate relating to Excluded Assets or Excluded Liabilities.
Mean wave directions are estimated from values of covariances of orbital motions (Kawai et al.
Neither the Sellers nor any of their Affiliates or Representatives is making any representation or warranty on behalf of any Seller of any kind or nature whatsoever, oral or written, express or implied, except as expressly set forth in this Article III, in Article IV or in the US Seller Officer Certificate and the Sellers hereby disclaim any such other representations or warranties.
There are no actions, suits or claims against Seller or any Seller Officer, or, to the Knowledge of Seller or any Seller Officer, investigations (whether or not the defense thereof or liabilities in respect thereof are covered by insurance) pending or, to the Knowledge of Seller or any Seller Officer, threatened against or involving the Seller Assets or the Business, nor to the Knowledge of Seller or any Seller Officer, is there any basis therefor.
Notwithstanding anything to the contrary in this Section 10.6 or Section 10.7, nothing in this Agreement will impair Buyer’s right to rely on the representations and warranties in Article 2 and Article 3 or in the Seller Officer Certificate, and the Seller Parties acknowledge that Buyer is relying on such representations and warranties as written notwithstanding Buyer’s knowledge or diligence.
Except as described on Schedule 4.8 or in the Environmental Studies delivered pursuant to Section 7.1, Seller validly holds all Permits and all Permits are in full force and effect and no proceeding to revoke or limit any of such Permits is pending or, to the Knowledge of Seller or any Seller Officer, threatened.