Shareholder Representation. The Shareholders and each Shareholder hereby represent and warrant to the Corporation and WEDGE that each is the beneficial holder and owner of the Shares set forth opposite their name on Exhibit A hereto, and as such, each has the unfettered, absolute and unqualified right to vote his Shares in the manner prescribed herein.
Shareholder Representation. Each Shareholder (other than GS, Carlyle and Cathay) represents and warrants that, as at each of the date hereof and the date of Closing, it both (i) is not a United States person, and (ii) is not owned, wholly or in part, directly or indirectly, by any United States person. Each Shareholder (other than GS, Carlyle and Cathay) shall provide prompt written notice to the Company, and the Company shall in turn provide prompt written notice to the US Investors, of the extent of any subsequent change.
Shareholder Representation. Director hereby represents and warrants that he or she is the registered owner of the number of shares of common stock, par value $10.00 per share, of Xxxxxxx set forth below the Director’s name on the signature page hereto.
Shareholder Representation. The Shareholder represents and warrants to the Company that:
Shareholder Representation. Each Shareholder represents and warrants that he is the sole record, legal and beneficial owner of the Shares set forth next to such Shareholder's name below, in each case free and clear of any and all liens, charges and other encumbrances.
Shareholder Representation. The Shareholders hold of record one hundred percent (100%) of the issued and outstanding shares of Seller's capital stock free and clear of all security interests, options, warranties, purchase rights, constraints, commitments and claims.
Shareholder Representation. (a) Pursuant to Section 1.3.1 of the Purchase Agreement, Majority Shareholder shall represent all Shareholders with respect to their rights as set forth herein.
Shareholder Representation. Letter Exhibit 7(a)(v)(D).......
Shareholder Representation. Each ASFT shareholder and any other recipient of Shares, Warrants and/or Options herein shall provide VNUN with an investment letter the form of which is attached hereto as Exhibit A or an accredited investor representation.
Shareholder Representation. Upon the execution of this Agreement each Corporate Shareholder shall appoint a designated representative to represent it and vote in said Shareholder’s name at all meetings of the Shareholders. Each of such representatives shall be appointed by written notice, in the form attached hereto as Schedule “A”, (stating the name, address and phone number of each representative) which shall be provided to all other Shareholders of the Corporation. Any Corporate Shareholder may, by written notice, in the form attached hereto as Schedule “B”, to all other Shareholders and to the Corporation, replace a representative previously appointed by it. Each of such written notices shall state the name of the representative to be replaced, the effective date of such replacement and the name, address and phone number of the new representative.
