MDTR definition
Examples of MDTR in a sentence
MDTR and each Shareholder acknowledges that it or he is not executing this Agreement in reliance upon any representation or warranty not explicitly set forth in this Article IV.
MDTR acknowledges that it is not executing or authorizing the execution of this Agreement in reliance upon any such representation or warranty not explicitly set forth in this Article V.
ACT has received, read and understands the MDTR Documents, the DH Employment Agreement and the certificate of amendment to MDTR’s articles of incorporation whereby the MDTR Series A Preferred Stock was created.
No broker, investment banker, financial advisor or other Person is entitled to any broker’s, finder’s, financial advisor’s or similar fee or commission, or the reimbursement of expenses in connection therewith, in connection with this Agreement or the Exchange based upon arrangements made by or on behalf of MDTR or any of its Subsidiaries.
Except as set forth in this Article IV, neither ACT nor any Person acting on its behalf makes any other express or implied representation or warranty with respect to ACT Common Stock, ACT or its business, operations, properties, assets, liabilities, condition (financial or otherwise) or prospects, notwithstanding the delivery or disclosure to MDTR or the Shareholders of any documentation, forecasts or other information with respect to any one or more of the foregoing.
Without prior written the consent of the holders of the MDTR Series A Preferred Stock, MDTR shall not (i) permit MSub to merge, consolidate, liquidate or transfer its assets outside the ordinary course of its business, (ii) pay dividends or make distributions (iii) sell, assign, transfer, pledge, hypothecate or otherwise dispose of MSub’s shares, (iv) permit MSub’s articles of incorporation to be amended or (v) agree to do any of the foregoing.
This Agreement has been duly executed and delivered by him and, assuming due authorization, execution and delivery of this Agreement by MDTR, ACT and the Shareholders other than him, constitutes his legal, valid and binding obligation, enforceable against him in accordance with its terms, subject to the Bankruptcy and Equity Exception.
Except for Liabilities arising out of or in connection with this Agreement or the GP Agreement, or as disclosed in writing to MDTR, the Liabilities of ACT do not exceed $10,000 in the aggregate.
Assuming that MDTR has the requisite power and authority to be the lawful owner of the Subject Shares, upon delivery to MDTR at the Closing of certificates representing such shares, duly endorsed by him for transfer to MDTR, good and valid title to such shares will pass to MDTR, free and clear of any Liens.
No executive officer of MDTR has failed to make the applicable certifications, if any, required by him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, with respect to any MDTR SEC Document, except as disclosed in certifications filed with the MDTR SEC Documents.