Representations and Warranties of the Management Shareholders Sample Clauses

Representations and Warranties of the Management Shareholders. The Management Shareholders, jointly and severally, hereby represent and warrant to Buyer, as of the date hereof and as of the First Closing Date (except as otherwise provided and except that the portions of the representations and warranties in Sections 3.2, 3.3 and 3.7 that relate solely to particular Management Shareholders are given severally and not jointly by the relevant Management Shareholders), that each of the following representations and warranties including those as otherwise qualified or excepted as set forth in the Schedules attached hereto is true and correct.

Representations and Warranties of the Management Shareholders. ▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ and Roc ▇▇▇▇▇▇▇ ▇▇▇▇▇ (the “Management Shareholders”) represent and warrant to, and agree with, the several Underwriters that the Management Shareholders have reviewed the Registration Statement and General Disclosure Package and will review the Final Prospectus and none of the Registration Statement, General Disclosure Package and Final Prospectus nor any amendments or supplements thereto includes any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

Representations and Warranties of the Management Shareholders. Subject to the indemnification provisions of Article X, each Management Shareholder jointly and severally represents and warrants to Ultrak and Holdings that the following are true and correct as of the Signing Date and will be true and correct as of the Closing Date as if made on that date:

Representations and Warranties of the Management Shareholders. The Management Shareholder represents and warrants to each Purchaser as of the date of the Closing at which such Purchaser is purchasing Shares as follows. Nothing in this Section 3 shall be interpreted to require the Management Shareholder to make any representations and warranties as of any date other than the date of Closing.

Representations and Warranties of the Management Shareholders. Each of the Management Shareholders hereby, severally and not jointly, represents and warrants to each Investor as set forth in Sections 4.01 through 4.04. In addition, each of C▇▇▇ ▇▇▇▇▇▇▇ and Bai Ou hereby, severally and not jointly, represents and warrants to each Investor as set forth in Sections 4.05 through Section 4.11:

Representations and Warranties of the Management Shareholders. C▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ and B▇▇▇▇ ▇▇▇▇▇▇▇▇ (the “Management Shareholders”) hereby represent and warrant to Buyer as follows:

Representations and Warranties of the Management Shareholders. Each Management Shareholder represents and warrants as of the date hereof and as of the Closing Date as follows: (a) This Agreement has been duly executed and delivered by such Management Shareholder and is the legal, valid and binding obligation of such Management Shareholder, enforceable against such shareholder in accordance with its terms, except as enforceability hereof may be limited by laws relating to or affecting creditors' rights generally. (b) Neither the execution, delivery and performance of this Agreement by such Management Shareholder, nor the consummation by such Management Shareholder of the CCAI Share Transfer, nor

Representations and Warranties of the Management Shareholders. 25 4.1 Organization .........................................................................25 4.2 Authority; Absence of Conflicts ......................................................25 4.3

Representations and Warranties of the Management Shareholders. The Management Shareholders, jointly and severally, represent and warrant to the Purchaser that each of the statements set out in Part II of Schedule 3 (the “Management Warranties”) is true and correct on the date of this Agreement, and shall be true and correct as of the Closing Date. The Management Warranties are given subject to matters fully, fairly and specifically disclosed in the Disclosure Schedule. Unless a different time period is specifically stated therein, the Management Warranties are limited in time from the period commencing on March 17, 2006 to the Closing Date.