BY EACH STOCKHOLDER Sample Clauses

BY EACH STOCKHOLDER. The Stockholders severally represent and warrant to, and agree with, RW that all the following representations and warranties in this Article III are as of the date of this Agreement, and will be, as amended or supplemented pursuant to Section 6.08, on the IPO Closing Date, true and correct:
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BY EACH STOCKHOLDER. Each of the Stockholders represents and warrants to Apple that, as applied solely to himself, all the following representations and warranties in this Article III are as of the date of this Agreement, and will be, as amended or supplemented pursuant to Section 6.08, on the date of the Closing and the IPO Closing Date, true and correct:
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BY EACH STOCKHOLDER. Each Stockholder, severally as to himself or herself only, represents and warrants to TMI that all the following representations and warranties in this Article III are true and correct:
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BY EACH STOCKHOLDER. Each Stockholder, severally as to himself or herself only, represents and warrants to OEI that all the following representations and warranties in this Article III are true and correct:
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BY EACH STOCKHOLDER. Each Stockholder, severally as to himself or herself only, represents and warrants to Purchaser that all the following representations and warranties in this Article III are true and correct: (i) the Stockholder will be acquiring the shares of Purchaser Merger Securities to be issued to him pursuant to Section 2.04 solely for the Stockholder's account, for investment purposes only and with no current intention or plan to distribute, sell or otherwise dispose of any of those Purchaser Merger Securities in connection with any distribution; (ii) the Stockholder is not a party to any agreement or other arrangement for the disposition of any shares of Purchaser Merger Securities other than this Agreement; (iii) unless otherwise specified on Schedule 2.04, the Stockholder is an "accredited investor" as defined in Securities Act Rule 501 (a); (iv) the Stockholder (A) is able to bear the economic risk of an investment in the Purchaser Merger Securities to be acquired by him pursuant to this Agreement, (B) can afford to sustain a total loss of that investment, (C) has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the proposed investment in the Purchaser Merger Securities, (D) has had an adequate opportunity to ask questions and receive answers from the officers of Purchaser concerning any and all matters relating to the transactions contemplated by this Agreement, including the background and experience of the current and proposed officers and directors of Purchaser, and the plans for the operations of the business of Purchaser, and (E) has asked all questions of the nature described in preceding clause (D), and all those questions have been answered to his satisfaction.
Sample 1
BY EACH STOCKHOLDER. Each of the Stockholders and the Other Stockholders represents and warrants to ARS that, as applied solely to himself, all the following representations and warranties in this Article III are as of the date of this Agreement, and will be, as amended or supplemented pursuant to Section 6.08, on the date of the Closing and the IPO Closing Date, true and correct:
Sample 1

Related to BY EACH STOCKHOLDER

  • No Rights of a Stockholder The Participant shall not have any of the rights of a stockholder with respect to the Shares subject to the Restricted Stock Units until such Shares have been issued.

  • Covenants of Each Stockholder Each Stockholder, severally and not jointly, covenants and agrees as follows:

  • Rights of a Stockholder Prior to the time a Restricted Share is fully vested hereunder, the Employee shall have no right to transfer, pledge, hypothecate or otherwise encumber such Restricted Share. During such period, the Employee shall have all other rights of a stockholder, including, but not limited to, the right to vote and to receive dividends (subject to Section 2(a) hereof) at the time paid on such Restricted Shares.

  • Covenants of Stockholder Stockholder hereby covenants and agrees that:

  • Rights of Stockholder Except as otherwise provided in Section 2 and this Section 3, during the Vesting Period and after the certificates for the Restricted Shares have been issued, the Recipient shall be entitled to all rights of a stockholder of the Company, including the right to vote and the right to receive dividends, with respect to the Restricted Shares subject to this Agreement. Subject to applicable withholding requirements, if any, dividends on the Restricted Shares shall be paid to the Recipient when earned and payable.

  • No Rights of Stockholder Neither the Employee (nor any beneficiary) shall be or have any of the rights or privileges of a stockholder of the Company in respect of any of the Shares issuable pursuant to the exercise of this option, unless and until certificates representing such Shares shall have been issued, recorded on the records of the Company or its transfer agents or registrars, and delivered to the Employee (or beneficiary).

  • Representations of Stockholder Stockholder represents and warrants to the Company that:

  • Stockholder No holder, as such, of any Right Certificate shall be entitled to vote, receive dividends or be deemed for any purpose the holder of the Preferred Shares or any other securities of the Company which may at any time be issuable on the exercise of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be con- strued to confer upon the holder of any Right Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action, or to receive notice of meetings or other actions affecting stock- holders (except as provided in Section 25 hereof), or to re- ceive dividends or subscription rights, or otherwise, until the Right or Rights evidenced by such Right Certificate shall have been exercised in accordance with the provisions hereof.

  • No Rights of a Shareholder The Participant shall not have any rights as a shareholder of the Company until the Shares in question have been registered in the Company’s register of shareholders.

  • Covenants of the Stockholder The Stockholder agrees as follows:

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