Common use of REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, represent and warrant as follows:

Appears in 52 contracts

Samples: Share Exchange Agreement (Bio Standard Corp), Acquisition Agreement (Aedan Financial Corp), Agreement and Plan of Merger (Electronic Servitor Publication Network, Inc.)

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REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder represents and warrants, individually severally and separatelynot jointly, represent and warrant as followsto Buyer that:

Appears in 12 contracts

Samples: Tender and Support Agreement (Qualcomm Inc/De), Purchase Agreement (NXP Semiconductors N.V.), Tender and Support Agreement (Qualcomm Inc/De)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, represent and warrant as follows:

Appears in 8 contracts

Samples: Stock Exchange Agreement (Biostem, Inc.), Stock Exchange Agreement (Joytoto Co., LTD), Option Agreement (Online Processing Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder hereby, individually severally and separatelynot jointly, represent represents and warrant warrants to the other Shareholders as follows:

Appears in 5 contracts

Samples: Voting Agreement (MTM Technologies, Inc.), Voting Agreement (MTM Technologies, Inc.), Voting Agreement (Constellation Venture Capital Ii Lp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders severally represents and separately, represent and warrant as followswarrants to Buyer that:

Appears in 4 contracts

Samples: Shareholder Tender and Voting Agreement (Compuware Corporation), Voting Agreement (Asg Sub Inc), Voting Agreement (Compuware Corporation)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder hereby severally represents and separately, represent and warrant warrants to the Purchasers as follows:follows (as to such Shareholder only):

Appears in 4 contracts

Samples: Right of First Refusal Agreement (International Speedway Corp), Refusal Agreement (Grand Prix Association of Long Beach Inc), Right of First Refusal Agreement (Penske Motorsports Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, represent and warrant to Buyer as follows:

Appears in 4 contracts

Samples: Share Purchase Agreement (Salary. Com, Inc.), Stock Purchase Agreement (Chefs' Warehouse, Inc.), Stock Purchase Agreement (Spartan Motors Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder severally represents and separately, represent and warrant warrants to the Buyer as follows:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Berry Plastics Corp), Merger Agreement (1st State Bancorp Inc), Merger Agreement (Capital Bank Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder represents and separately, represent and warrant as followswarrants that:

Appears in 3 contracts

Samples: Indemnification Agreement (Independent Bank Group Inc), Investor Rights Agreement (Intercontinental Telecommunications Corp), Stock Exchange Agreement (Interallied Group Inc /Nv/)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, hereby represent and warrant to Purchaser as follows:

Appears in 3 contracts

Samples: Agreement (Macquarie Infrastructure Assets LLC), Stock Purchase Agreement (Macquarie Infrastructure CO Trust), Stock Purchase Agreement (Sight Resource Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder hereby severally but not jointly represents and separately, represent and warrant as followswarrants to the Company that:

Appears in 3 contracts

Samples: Agreement (Mikasa Inc), Recapitalization Agreement and Plan of Merger (Equitrac Corporation), Recapitalization Agreement and Plan of Merger (Equitrac Corporation)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder, individually severally but not jointly, represents and separately, represent and warrant warrants to the Purchaser as follows:

Appears in 3 contracts

Samples: Share Purchase Agreement (Ravisent Technologies Inc), Employment Agreement (Liveperson Inc), Stock Purchase Agreement (Jupiter Communications Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder, individually severally but not jointly, represents and separately, represent and warrant warrants to NEON as follows:

Appears in 3 contracts

Samples: Share Acquisition Agreement (New Era of Networks Inc), Share Acquisition Agreement (New Era of Networks Inc), Share Acquisition Agreement (New Era of Networks Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder, individually severally as to such Shareholder only and separatelynot jointly, represent represents and warrant as followswarrants to Buyer that:

Appears in 3 contracts

Samples: Retention Agreement (First Charter Corp /Nc/), Voting Agreement (GBC Bancorp Inc), Voting Agreement (First Charter Corp /Nc/)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder hereby represents and separately, represent and warrant warrants to Pinnacle as follows:

Appears in 2 contracts

Samples: Voting Agreement (Pinnacle Entertainment Inc.), Voting Agreement (Pinnacle Entertainment Inc.)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder (severally and separately, represent not jointly) represents and warrant warrants to the Company as follows:

Appears in 2 contracts

Samples: Registration Rights Agreement (Verso Technologies Inc), Registration Rights Agreement (Verso Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, Shareholders hereby represent and warrant to Investor as follows:

Appears in 2 contracts

Samples: Voting Agreement (Caterpillar Inc), Voting Agreement (Asv Inc /Mn/)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, hereby represent and warrant to JAKKS as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Toymax International Inc), Stock Purchase Agreement (Jakks Pacific Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Each of the Shareholders, individually severally and separatelynot jointly, represent represents and warrant warrants to Purchaser as follows:

Appears in 2 contracts

Samples: Share Purchase Agreement (Xpedite Systems Inc), Share Purchase Agreement (Premiere Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, represent and warrant to Purchaser as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Synagro Technologies Inc), Stock Purchase Agreement (Synagro Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder, individually severally and separatelynot jointly, represent represents and warrant warrants to Buyer as follows:

Appears in 2 contracts

Samples: Share Purchase Agreement (Emtec Inc/Nj), Stock Purchase Agreement (Lenfest Communications Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders severally represents and separately, represent and warrant as followswarrants to the Buyer that:

Appears in 2 contracts

Samples: Shareholder Option Agreement (HCC Insurance Holdings Inc/De/), Shareholder Option Agreement (Centris Group Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Shareholder hereby represents and separately, represent and warrant warrants to the Company as follows:

Appears in 2 contracts

Samples: Voting Agreement (Irt Property Co), Voting Agreement (Equity One Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders hereby represents and separately, represent and warrant warrants to VIVA as follows:

Appears in 2 contracts

Samples: Agreement (Viva Gaming & Resorts Inc), Agreement (Viva Gaming & Resorts Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separatelyShareholders hereby warrant, represent and warrant agree as follows:

Appears in 2 contracts

Samples: Exhibit 1 (Senior Care Industries Inc), Agreement and Plan of Reorganization (Alliance Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder (as to itself only) represents and separately, represent and warrant as followswarrants to the Company:

Appears in 2 contracts

Samples: Shareholders Agreement (Certegy Inc), Shareholders Agreement (Fidelity National Financial Inc /De/)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Shareholders jointly and separately, severally represent and warrant to the Buyer and the Parent as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (MTC Technologies Inc), Stock Purchase Agreement (MTC Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, Shareholders severally represent and warrant to the Company as follows:

Appears in 2 contracts

Samples: Stock Exchange Agreement (Grace Development Inc), Agreement and Plan of Merger (Grace Development Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, Shareholders represent and warrant as followsto the Investor that:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Malacology Inc), Stock Purchase Agreement (Columbialum LTD)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder represents and warrants, individually on its own account with respect to such Shareholder’s Subject Shares, to Parent and separatelyBuyer as to such Shareholder on a several basis, represent and warrant as followsthat:

Appears in 2 contracts

Samples: Tender and Support Agreement (Thermo Fisher Scientific Inc.), Tender and Support Agreement (Olink Holding AB (Publ))

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder hereby represents and warrants, individually and separatelyseverally but not jointly, represent and warrant to each of the Purchasers as follows:

Appears in 2 contracts

Samples: Voting Agreement (MFP Investors LLC), Voting Agreement (S&W Seed Co)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders represents and separately, represent and warrant as followswarrants to Buyer:

Appears in 2 contracts

Samples: Share Purchase Agreement (Lamson & Sessions Co), Share Purchase Agreement (Lamson & Sessions Co)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder represents and warrants, individually on its own account with respect to the Subject Shares, to Parent and separatelyPurchaser as to itself, represent and warrant as followsthat:

Appears in 2 contracts

Samples: Tender and Support Agreement, Tender and Support Agreement (Duravant LLC)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder represents and separately, represent and warrant as followswarrants:

Appears in 2 contracts

Samples: Shareholders’ Agreement (Travelport LTD), Shareholders’ Agreement (Travelport LTD)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach of the Shareholders hereby represents and warrants, individually severally and separatelynot jointly, represent and warrant to Purchaser as follows:

Appears in 2 contracts

Samples: Voting Agreement (L M R Family Trust), Voting Agreement (Balanced Care Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder represents and separately, represent and warrant as followswarrants to the Company that:

Appears in 2 contracts

Samples: Shareholders Agreement (Mandel Jack N), Shareholders Agreement (Premier Industrial Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Each of the Shareholders, individually jointly and separatelyseverally, represent represents and warrant warrants to the Purchaser as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (CSW Industrials, Inc.), Common Stock Purchase Agreement (Covista Communications Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, hereby represent and warrant to Buyer as follows:

Appears in 1 contract

Samples: Share and Membership Interest Purchase Agreement (Nacco Industries Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, Shareholders hereby represent and warrant as followsto CAPITAL that:

Appears in 1 contract

Samples: Agreement (Capital Advisors Acquisition Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach of the Shareholders hereby represents and warrants to the Purchasers, individually and separatelyas to himself only, represent and warrant as follows:

Appears in 1 contract

Samples: Voting Agreement (3dx Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder, individually jointly and separatelyseverally, represent represents, warrants and warrant agrees as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Belmont Homes Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually severally and separatelynot jointly, represent and warrant each as to itself as follows:

Appears in 1 contract

Samples: Shareholders Agreement (American Interactive Media Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually severally and separatelynot jointly, hereby represent and warrant to Buyer as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Maximus, Inc.)

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REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders severally represents and separately, represent and warrant warrants with respect to itself to Purchaser as follows:

Appears in 1 contract

Samples: Purchase and Option Agreement (Bentley Systems Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach of the Shareholders of the Companies, individually jointly and separatelyseverally, represent and warrant to Buyer as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Fyi Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Shareholders jointly and separately, severally represent and warrant as followsto Buyer that:

Appears in 1 contract

Samples: Stock Purchase Agreement (Heist C H Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder hereby represents and warrants, individually and separatelyseverally but not jointly, represent and warrant to the Investors as follows:

Appears in 1 contract

Samples: Voting Agreement (Commtouch Software LTD)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder hereby severally agrees and separately, represent represents and warrant warrants to Acquiror as follows:

Appears in 1 contract

Samples: Acquisition Agreement (Zygo Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Shareholders hereby jointly and separately, severally represent and warrant to Purchaser as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Manor Investment Co Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersShareholders jointly and severally represent, individually warrant and separatelyagree, represent and warrant as follows:

Appears in 1 contract

Samples: 1 Stock Purchase Agreement (Eye Care Centers of America Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders represents and separately, represent warrants severally (as to himself or herself and warrant not as to any other Shareholder) to the Parent and the Sub as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Providence Service Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder represents and separately, represent and warrant as follows:warrants that

Appears in 1 contract

Samples: Acquisition Agreement (Structural Instrumentation Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders represents and separately, represent and warrant warrants to COMPANY as follows:

Appears in 1 contract

Samples: Agreement and Plan of Exchange (Pacific Multimedia Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually jointly and separatelyseverally, hereby represent and warrant to the Purchaser as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (National Investment Managers Inc.)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersShareholder hereby warrants, individually represents and separately, represent and warrant agrees as follows:

Appears in 1 contract

Samples: Agreement (Cyrus Industries Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and Each Shareholder separately, represent and warrant not jointly or severally, represents and warrants to Investors as to itself as follows:

Appears in 1 contract

Samples: Inducement Agreement (Loews Cineplex Entertainment Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually with respect to themselves and separatelytheir obligations hereunder, hereby represent and warrant as followsto the Buyer:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (American Bingo & Gaming Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach of the Shareholders hereby represents and warrants to Holdings with respect to itself, individually and separatelynot with respect to any other Shareholder, represent and warrant as follows:

Appears in 1 contract

Samples: Share Exchange Agreement (Cinemark Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach of the Shareholders represents and warrants, individually severally and separatelynot jointly, represent and warrant to the Purchaser as follows:

Appears in 1 contract

Samples: Subscription and Exchange Agreement (Razorfish Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Shareholders severally and separately, not jointly hereby represent and warrant to Activision as follows:

Appears in 1 contract

Samples: Share Exchange Agreement (Activision Inc /Ny)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders hereby represents and separately, represent and warrant as followswarrants to the Company that:

Appears in 1 contract

Samples: Securities Exchange Agreement (Global Traffic Network, Inc.)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder severally (as to such Shareholder and not as to any other Shareholder), individually and separatelynot jointly, represent represents and warrant warrants to Investor as follows:

Appears in 1 contract

Samples: Recapitalization and Stock Purchase Agreement (Werner Holding Co Inc /De/)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder jointly and separately, represent severally represents and warrant warrants to the Buyer as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (MTC Technologies Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders represents and separately, represent warrants severally (as to himself or herself and warrant not as to any other Shareholder) to the Investors and the Company as follows:

Appears in 1 contract

Samples: Stock Purchase Redemption Agreement (Convergent Group Corp)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each of the Shareholders represents and separately, represent and warrant warrants to Pinnacle as follows:

Appears in 1 contract

Samples: Share Exchange Agreement (Pinnacle Resources Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually and separately, represent and warrant as follows:: 5.1.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Specialized Services, Inc.)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually Each Shareholder hereby represents and separately, represent warrants to the Company and warrant each of the Holders as follows:

Appears in 1 contract

Samples: Voting Agreement (Madryn Asset Management, LP)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The Shareholders, individually 13.1 Each Shareholder hereby represents and separately, represent and warrant warrants to the other Shareholders as follows:

Appears in 1 contract

Samples: Shareholders' Agreement (Dvi Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersShareholders severally, individually and separatelybut not jointly, represent and warrant to the Issuer as follows:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Voxcom Holdings Inc)

REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. The ShareholdersEach Shareholder hereby, individually severally and separatelynot jointly, represent represents and warrant warrants to Buyer with respect to such Shareholder as follows:

Appears in 1 contract

Samples: Asset Purchase Agreement (Allscripts Inc /Il)

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