The Vendors Sample Clauses

The Vendors. (a) In respect of each of the Vendors who are incorporated, they severally warrant that they are corporations duly organised, validly existing and in good standing under the laws of New South Wales and have all requisite corporate powers and authority to execute and deliver this Agreement and to carry out and perform their obligations under the Agreement and the Closing Certificate. Each of the Vendors severally warrants that they have the capacity and financial capability to comply with and perform all of their covenants and obligations under each of the Transactional Agreements to which they are or may become a party.
The Vendors. (a) Each of the Vendors severally warrants that they have the capacity and financial capability to comply with and perform all of their covenants and obligations under each of the Transactional Agreements to which they are or may become a party.
The Vendors. 1.1.1 The Vendors are the beneficial and legal owners of the Shares as set out in the first schedule and are entitled to sell the Shares to the Purchaser free from all security interests, pledges, mortgages, liens, charges, adverse claims and restrictions of any kind, whether created by law or in equity, including any restriction on the use, voting, transfer, receipt of income or other exercise of any attributes of ownership (together "Encumbrance") and without the consent of any third party.
The Vendors. The Vendors hereby jointly and severally make the following representations and warranties to the Purchaser, recognizing that the Purchaser is relying on such representations and warranties in entering into the transactions contemplated by this Agreement:
The Vendors. 2.1 Each of the Vendors is a company duly incorporated, validly existing and in good standing in all respects under the Law of the jurisdiction of its incorporation with full power and authority to own its assets and to carry on its business as it is now being conducted.
The Vendors. (a) shall not, and shall cause all other members of the Vendors' Group, and each of their respective directors, officers or employees or advisors or agents or representatives not to, disclose to any person Confidential Information; and
The Vendors s/ FAN ZHEN /s/ SUN JISHAN FAN ZHEN SUN JISHAN For and on behalf of Lucky Consluting Limited /s/ WEN XXXXXXXXX XXX XXXXXXXXX /s/ XXXXX XXXX By: XXXXX XXXX Title: DIRECTOR For and on behalf of Rate Technology Limited /s/ LI ZHENGFEI LI ZHENGFEI /s/ XXXX XXXX By: XXXX XXXX Title: DIRECTOR For and on behalf of Length Technology Limited For and on behalf of MMBD INFORMATION TECHNOLOGY LIMITED /s/ LUAN QINGYI /s/ FAN ZHEN By: LUAN QINGYI By: FAN ZHEN Title: DIRECTOR Title: DIRECTOR /s/ XXXXX XXXXXX /s/ XXXXXX AU ZHENG XXXXXX XXXXXX AU /s/ L1U DANDAN /s/ XXXXX XXXXXX L1U DANDAN XXXXX XXXXXX /s/ ZOU ZUHUA /s/ WU XXXX XXX XXXXX XX DONG SCHEDULE LIST OF VENDORS' SHARES TO BE REPURCHASED Name of Shareholder (Vendor) No. of shares held Shares to be repurchased Consideration of Repurchase Shares held after repurchase Percentage FAN ZHEN 8,748,000 5,832,000 US$ 5,832 2,916,000 16 % XXX XXXXXXXXX 9,288,000 6,192,000 US$ 6,192 3,096,000 17 % Rate Technology Limited 5,400,000 3,600,000 US$ 3,600 1,800,000 10 % Length Technology Limited 7,020,000 4,680,000 US$ 4,680 2,340,000 13 % XXXXX XXXXXX 1,890,000 1,260,000 US$ 1,260 630,000 4 % LIU DANDAN 2,673,000 1,782,000 US$ 1,782 891,000 5 % ZOU ZUHAU 2,673,000 1,782,000 US$ 1,782 891,000 5 % SUN JISHAN 5,454,000 3,636,000 US$ 3,636 1,818,000 10 % Lucky Consluting Limited 2,629,800 1,753,200 US$ 1,753.20 876,600 5 % LI ZHENGFEI 648,000 432,000 US$ 432 216,000 1 % MMBD INFORMATION US$ 1,895.76 TECHNOLOGY LIMITED 2,843,640 1,895,760 947,880 5 % XXXXXX AU 1,080,000 720,000 US$ 720 360,000 2 % XXXXX XXXXXX 1,080,000 720,000 US$ 720 360,000 2 % XX XXXX 2,572,560 1,715,040 US$ 1,715.04 857,520 5 % Total Shares issued: 54,000,000 36,000,000 US$ 36,000 18,000,000 100 %
The Vendors. GPS tracking system, at a minimum, must record a person's location 24 hours per day,7 days per week. The system must consist of a continuous-signaling, radio-frequency transmitter, a portable GPS tracking unit, and a base station. ExacuTrack One includes RF curfew monitoring capabilities. RF monitoring is accomplished by pairing the ExacuTrack One with an RF receiver beacon. The beacon contains an RF transmitter, and the participant is monitored via RF technology when in range of the beacon. When in range of the beacon, the ExacuTrack One enters a low-power state to conserve battery power while the system monitors participant compliance via RF signals. The use of RF monitoring greatly reduces GPS drift point issues and increases the overall accuracy of tracking. The RF technology in the beacon reliably monitors participants indoors or in urban canyons, eliminating GPS drift points associated with limited satellite coverage. Home Unit Requirements
The Vendors. 28 SCHEDULE 2............................................................................. 39 Particulars relating to the Company.................................................... 39 SCHEDULE 3............................................................................. 40 Particulars relating to Subsidiaries................................................... 40 SCHEDULE 4.............................................................................
The Vendors. 4.1.1 warrant, represent and undertake to the Purchaser in the terms of the Warranties, provided however that the Purchaser will not be entitled to claim that any fact or combination of facts constitutes a breach of any of the Warranties if and to the extent that such fact or combination of facts has been fully and fairly disclosed in the Disclosure Letter;