Buyer’s Representations and Warranties definition

Buyer’s Representations and Warranties means the representations and warranties made by Buyer and SHLX in Section 6.1.
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Buyer’s Representations and Warranties has the meaning set forth in Clause 11;
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Buyer’s Representations and Warranties means the representations and warranties of the Buyer set forth in ARTICLE 7;
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Examples of Buyer’s Representations and Warranties in a sentence

  • Buyer’s Representations and Warranties, as set forth in the Purchase Agreement, are hereby incorporated as if fully set forth herein, in reference to the Issuance Shares.

  • Such Buyer’s Representations and Warranties are hereby specifically incorporated by reference and shall be read and applied as if they are an integral part hereof.

  • The provisions of Section 7.1 (Seller’s Representations and Warranties) and Section 7.2 (Buyer’s Representations and Warranties) and obligations under Section 11.5 shall survive Closing for a period of nine (9) months.

  • Buyer represents and warrants to Seller that the Buyer’s Representations and Warranties contained in Article 6 of the Agreement are true and correct on and as of the date of this Amendment.

  • The Buyer shall be liable to and indemnify, defend, hold harmless and keep indemnified the Sellers for any Damage caused by a breach of (i) the Buyer’s Representations and Warranties, or (ii) any other obligation or undertaking of the Buyer under this Agreement, whether directly or indirectly arising, incurred or suffered by the Sellers.

  • The Buyer and SWVL INC undertake to indemnify and hold the Seller harmless from and against any effective Damages directly and exclusively resulting from any of the Buyer’s Representations and Warranties that proves to be untrue or inaccurate as of the Signing Date or the Closing Date.

  • The remedies provided for in this Clause 14 shall be the exclusive remedies of a Party with respect to any and all breaches of the other Party’s Representations and Warranties (i.e., Seller’s Representations and Warranties or Buyer’s Representations and Warranties, as the case may be).

  • All of Buyer’s Representations and Warranties provided in Paragraph 9.2 shall be true as of Closing.

  • Buyer’s Representations and Warranties 13 3.1. Organization and Good Standing 13 3.2. Authority 13 3.3. No Breach 14 3.4. Governmental Consent 14 3.5. Litigation 14 3.6. Broker’s or Finder’s Fees 14 3.7. Bankruptcy 14 3.8. Funding; Investment 14 3.9. No Knowledge of Breach 15 4.

  • Except for the specific Buyer’s Representations and Warranties contained in this Clause the Buyer make no other express or implied representations or warranties to the Seller.


More Definitions of Buyer’s Representations and Warranties

Buyer’s Representations and Warranties means the representations and warranties made by the Buyer for the benefit of the Sellers as set forth in Schedule 6;
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Buyer’s Representations and Warranties as defined in Section 4.
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Related to Buyer’s Representations and Warranties

  • Representations and Warranties The energy service under this Agreement will meet the applicable LDU’s standards and may be supplied from a variety of sources. Tomorrow Energy makes no representations or warranties other than those expressly set forth in this Agreement, and Tomorrow Energy expressly disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.3.

  • Seller’s Warranties means the warranties given by the Seller pursuant to Clause 9 and Schedule 9, and “Seller’s Warranty” means any one of them;

  • Purchaser’s Warranties means the warranties and representations given by the Purchasers pursuant to Clause 5.2 and Schedule 2 and “Purchasers’ Warranty” means any one of them;

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Company Representations means the representations and warranties of the Company expressly and specifically set forth in Article IV of this Agreement, as qualified by the Company Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • Seller Warranties means the warranties given by the Seller in Schedule 3;

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Specified Representations means the representations and warranties of the Borrower and set forth in Sections 5.01(a) (solely as it relates to the Loan Parties), 5.01(b)(ii), 5.02 (other than 5.02(b)), 5.04, 5.12, 5.15, 5.16 (subject to the proviso to Section 4.01(a)(iv)) and 5.20 (limited to the use of proceeds of the Loans on the Closing Date).

  • Buyer Fundamental Representations has the meaning set forth in Section 8.01.

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • Major Representation means a representation or warranty with respect to the Borrower or the Merger Sub only under any of Clause 18.2 (Status) to Clause 18.6 (Validity and admissibility in evidence) inclusive.

  • Purchaser Fundamental Representations means the representations and warranties set forth in Section 4.1 (Organization; Good Standing); Section 4.2 (Corporate Power; Enforceability); Section 4.3(a) (Non-Contravention) and Section 4.8 (Brokers).

  • Excluded Representations has the meaning set forth in Section 7.3(a).

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • Specified Purchase Agreement Representations means the representations and warranties made by the Seller or the Company in the Purchase Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or the Borrower’s Affiliates) has the right (taking into account any applicable cure provisions) to terminate the Borrower’s (or such Affiliates’) obligations under the Purchase Agreement, or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof), as a result of a breach of such representations and warranties.

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Good Standing); Section 3.2 (Corporate Power; Enforceability); Section 3.3(a) (Company Board Approval); Section 3.3(b) (Anti-Takeover Laws); Section 3.4 (Requisite Stockholder Approvals); Section 3.5(a) (Non-Contravention); Section 3.7 (Company Capitalization); and Section 3.25 (Brokers).

  • Fundamental Representations has the meaning set forth in Section 8.1.

  • Schedule of Representations means the Schedule of Representations and Warranties attached hereto as Schedule B.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Tax Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Tax Warranties means the warranties set out in part 3 of schedule 8 (Tax)

  • Repeating Representations means each of the representations set out in Clause 18.1 (Status), to Clause 18.22 (No Material Adverse Effect) other than Clause 18.3 (Binding Obligations), Clause 18.6 (Governing law and enforcement), Clause 18.7 (Deduction of Tax), Clause 18.8 (No filing or stamp taxes), paragraphs (a) and (b) of Clause 18.10 (No misleading information) and Clause 18.13 (No proceedings pending or threatened).