REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS Sample Clauses

REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. (a) Authorization of Transaction (b) Application Methods Shares (c) Receipt of Disclosure Documents (d) Risk of Loss (e) Ability to Evaluate Risks and Merits (f) Suitability of Investment (g) INTENTIONALLY DELETED (h) Access to Information (i) Potential Lack of Liquidity (j) Lack of Transferability (k) Shareholders Not Subject to Backup Withholding (l) Restrictive Legend (m) Investment Intent (n) No Intention to Transfer Securities (o) INTENTIONALLY DELETED (p) Legal, Accounting and Other Fees and Expenses 4. Representations and Warranties Concerning Application Methods (a) Organization, Qualification and Corporate Power (b) Capitalization (c) Noncontravention (d) Authorization of Transaction (e) Title to Assets (f) Subsidiaries (g) Financial Statements (h) Events Subsequent to March 31, 1998 (i) Undisclosed Liabilities
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REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. To induce RMI and Subsidiary to enter into this Agreement and consummate this transaction, each of the Shareholders, jointly and severally, represents and warrants to RMI and Subsidiary that the statements contained in this Section 3 are true, correct and complete as of the date of this Agreement and will be true, correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3, except as set forth in the Disclosure Schedule delivered by Shareholders to RMI and Subsidiary on the date hereof and initialed by the Parties (the "DISCLOSURE SCHEDULE"). Nothing in the Disclosure Schedule shall be deemed adequate to disclose an exception to a representation or warranty made herein, however, unless the Disclosure Schedule identifies the exception with particularity and describes the relevant facts in detail. Without limiting the generality of the foregoing, the mere listing (or inclusion of a copy) of a document or other item shall not be deemed adequate to disclose an exception to a representation or warranty made herein (unless the representation or warranty has to do with the existence of the document or other item itself). The Disclosure Schedule will be arranged in Sections corresponding to the lettered and numbered paragraphs and subparagraphs contained in this Section 3.
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REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. For purposes of the representations and warranties of Shareholders contained herein, disclosure in any section of the Shareholders' Disclosure Letter (defined below) relating to one representation and warranty shall not be deemed to qualify or to serve as an exception to another representation and warranty unless (i) the same disclosure or an appropriate cross reference appears in the section of the Disclosure Schedule relating to such other representation and warranty, or (ii) it is clear from the reading of the disclosure that such disclosure is applicable to such other representation or warranty. Each Shareholder hereby, severally, and not jointly, represent and warrant that, except as disclosed in the Shareholders' disclosure letter (the "Shareholders' Disclosure Letter") delivered by Shareholders to Acquirer herewith as amended from time to time prior to Closing:
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REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. To induce RMI to enter into this Agreement and consummate this transaction, each of the Shareholders, in his or her individual capacity and not on behalf of any other Shareholder, represents and warrants, except as otherwise specifically provided in this Section 3, to RMI that the statements contained in this Section 3 are true, correct and complete as of the date of this Agreement and will be true, correct, complete as of Closing (as though made then and as though the Closing Date were substituted for the date of this Agreement).
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REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. For purposes of the representations and warranties of Shareholders contained herein, disclosure in any section of the Shareholders Disclosure Letter (defined below) shall be deemed to be adequate response and disclosure of such facts or circumstances with respect to all representations or warranties by Shareholders which would reasonably call for disclosure of such information, whether or not such disclosure is specifically associated with or purports to respond to one or more or all of such representations or warranties; provided such disclosure is fair and accurate. The inclusion of any information in any section of the Shareholders Disclosure Letter or other document delivered by Shareholders pursuant to this Agreement shall not be deemed to be an admission or evidence of the materiality of such item, nor shall it establish a standard of materiality for any purpose whatsoever. Shareholders hereby represent and warrant that, except as disclosed in the Shareholders disclosure letter (the "Shareholders Disclosure Letter") delivered by Shareholders to Acquirer herewith as amended from time to time prior to Closing: Each Shareholder jointly and severally hereby represents and warrants to, and covenants and agrees with, Acquirer that:
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REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS. To induce RMI and Subsidiary to enter into this Agreement and consummate this transaction, each of the Shareholders represents and warrants to RMI and Subsidiary that the statements contained in this Section 3 are true, correct and complete as of the date of this Agreement, except as set forth in the Disclosure Schedule delivered by Shareholders to RMI and Subsidiary on the date hereof and initialed by the Parties (the "DISCLOSURE SCHEDULE"). Nothing in a particular section of the Disclosure Schedule shall be deemed adequate to disclose an exception to another representation or warranty made in this Merger Agreement, unless such section of the Disclosure Schedule identifies the exception with particularity which shall include specific cross references. The Disclosure Schedule will be arranged in Sections corresponding to the lettered and numbered paragraphs and subparagraphs contained in this Section 3.
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Related to REPRESENTATIONS AND WARRANTIES CONCERNING SHAREHOLDERS

  • Representations and Warranties Concerning the Purchaser As of the date hereof and as of the Closing Date, the Purchaser represents and warrants to the Mortgage Loan Seller as follows:

  • REPRESENTATIONS AND WARRANTIES CONCERNING THE COMPANY The Company and Seller jointly and severally represent and warrant to the Purchaser that the statements contained in this Section 5 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 5).

  • Representations and Warranties Concerning the Seller As of the date hereof and as of the Closing Date, the Seller represents and warrants to the Purchaser as to itself in the capacity indicated as follows:

  • Representations and Warranties Concerning the Transaction (a) Representations and Warranties of the Seller (b) Representations and Warranties of the Buyer

  • Representations and Warranties Concerning Accounts With respect to the Accounts, Borrower represents and warrants to Lender: (a) Each Account represented by Borrower to be an Eligible Account for purposes of this Agreement conforms to the requirements of the definition of an Eligible Account; (b) All Account information listed on schedules delivered to Lender will be true and correct, subject to immaterial variance; and (c) Lender, its assigns, or agents shall have the right at any time and at Borrower's expense to inspect, examine, and audit Borrower's records and to confirm with Account Debtors the accuracy of such Accounts.

  • Representations and Warranties Concerning the Depositor The Depositor hereby represents and warrants to the Trustee, the Master Servicer and the Securities Administrator as follows:

  • REPRESENTATIONS AND WARRANTIES OF SHAREHOLDERS Each Shareholder hereby represents and warrants to the Company as follows:

  • Representations and Warranties Complete The representations and warranties of the Company included in this Agreement and any list, statement, document or information set forth in, or attached to, any Schedule provided pursuant to this Agreement or delivered hereunder, are true and complete in all material respects and do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading, under the circumstance under which they were made.

  • Representations and Warranties of Shareholder Shareholder represents and warrants to Buyer that:

  • Representations and Warranties Correct The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects when made, and shall be true and correct in all material respects on the Closing Date, or the Subsequent Closing Date, as the case may be, with the same force and effect as if they had been made on and as of said date.

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