Representations and Warranties of the Management. Stockholders. Each of the Management Stockholders hereby represents and ------------ warrants, to Purchaser as follows:
Representations and Warranties of the Management. STOCKHOLDERS 6 8.1 Formation and Standing. 6 8.2 Authorization and Enforceability of Agreement. 6 8.3 Execution and Delivery of Agreement etc. 6 ARTICLE IX GENERAL PROVISIONS 7 9.1 Governing Law. 7 9.2 Jurisdiction. 7 9.3 No Third Party Beneficiaries. 7 9.4 Headings. 7 9.5 Public Announcements. 7 9.6 Entire Agreement. 8 9.7 Amendment. 8 TABLE OF CONTENTS Page 9.8 Successors. 8 9.9 Invalidity of Provisions. 8 9.10 Notices. 8 9.11 No Waiver. 9 9.12 Further Assurances. 9 9.13 Counterparts. 9 9.14 No Strict Construction. 10 STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT is made as of the 18th day of July 2005 by and among WORLDSPACE, INC., a Delaware corporation with its principal place of business at 0000 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 (the “Company”), the Management Stockholders (as that term is hereinafter defined) and the XM Stockholder (as that term is hereinafter defined).
