Buyer Fundamental Representations Sample Clauses

Buyer Fundamental Representations. The term “Buyer Fundamental Representations” shall have the meaning set forth in Section 7.1(b) hereof.
Sample 1
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Buyer Fundamental Representations. Section 7.1 Buyer Indemnified Persons Section 7.2(a) Buyer Licensing Affiliates Section 3.4 Buyer Permits Section 3.5(a) Buyer Released Parties Section 8.18(a) Buyer Welfare Plan Section 4.2(d) Buyer’s FSA Section 4.2(e) Cap Section 7.2(c) Casualty and Condemnation Proceeds Section 4.20(a) Casualty Event Section 4.20(a) Closing Section 1.2(a) Closing Date Section 1.2(a) COBRA Section 4.2(f) Columbia Properties Preamble Company(ies) Preamble Company Intellectual Property Section 2.7(a) Company Permits Section 2.12(b) Company Releasing Parties Section 8.18(b) Confidentiality Agreement Section 4.3(b) Continuation Period Section 4.2(b) Continuing Employee(s) Section 4.2(b) Contract Amount Section 4.27(a) Terms Cross Reference in Agreement Deductible Section 7.2(c) Disclosure Schedules Article II Dispute Notice Section 1.4(d) Effective Time Section 1.2(a) Estimated Closing Statement Section 1.4(a) Final Allocation Schedule Section 1.5 Final Regulatory Action Section 6.1(e) Financing Section 4.26 Form 8-K Financial Statements Section 4.23(b) FTC Approval Section 5.1(b) Governmental Approvals Section 4.4(a) Governmental Entity Section 2.2(c) Ground Leased Real Property Section 2.6(a) Inspection Section 4.3(a) Installment Payment Section 1.1 Insurance Policies Section 2.15(a) Interim Period Section 4.24(b) Labor Agreements Section 2.13(a) Lease Documents Section 2.6(d) Licensed Parties Section 3.4 Material Contracts Section 2.8 MontBleu Purchased Interests Recitals MontBleu Seller Preamble MontBleu Subsidiary Section 2.3(a) Multiemployer Plan Section 2.14(b) Negotiating Period Section 1.4(d) Neutral Accounting Firm Section 1.4(e) Notified Party Section 4.16(e) Oil and Gas Leases Section 2.6(m) Other Leased Real Property Section 2.6(a) Parent Preamble Parent Employee Section 2.13(f) Parent Related Parties Section 8.23 Post-Closing Statement Section 1.4(c) Privacy Standards Section 2.7(d) Purchase Price Section 1.1
Sample 1
Buyer Fundamental Representations. 6.3(a) Buyer Indemnified Party................... 8.2 Buyer Survival Date....................... 8.1(b) Buyer.....................................
Sample 1

Related to Buyer Fundamental Representations

  • Basic Representations Section 3(a) of the Agreement is hereby amended by the deletion of “and” at the end of Section 3(a)(iv); the substitution of a semicolon for the period at the end of Section 3(a)(v) and the addition of Sections 3(a)(vi), as follows:

  • Purchaser Representations In connection with the issuance and acquisition of Shares under this Agreement, the Purchaser hereby represents and warrants to the Company as follows:

  • Buyer Representations Buyer represents and warrants to Seller as follows:

  • Additional Representations Section 3 is hereby amended by adding at the end thereof the following Subparagraphs:

  • Company Representations (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the state of its incorporation, and has the power and authority to own, lease and operate its properties and carry on its business as now conducted.

  • Additional Representations and Warranties The representations and warranties regarding creation, perfection and priority of security interests in the Receivables, which are attached to this Agreement as Exhibit C, are true and correct to the extent they are applicable.

  • Mutual Representations Each party hereby represents and warrants to the other party as follows:

  • Purchaser's Investment Representations Each Purchaser individually, and not jointly or severally, hereby represents that he or it is acquiring the Restricted Securities purchased hereunder for his or its own account with the present intention of holding such securities for investment purposes and that it has no intention of selling such securities in a public distribution in violation of federal or state securities laws; provided that nothing contained herein will prevent the Purchaser and the subsequent holders of such securities from transferring such securities in compliance with the provisions of Section 3 hereof. Each certificate for Restricted Securities will be conspicuously imprinted with a legend substantially in the following form (the "Securities Act Legend"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE WERE ORIGINALLY ISSUED ON APRIL 10, 2002, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE TRANSFER OF SUCH SECURITIES IS SUBJECT TO THE CONDITIONS SPECIFIED IN THE UNIT PURCHASE AGREEMENT DATED AS OF APRIL 10, 2002, BETWEEN THE ISSUER (THE "COMPANY") AND THE ORIGINAL PURCHASER HEREOF, AND THE COMPANY RESERVES THE RIGHT TO REFUSE TO TRANSFER SUCH SECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. UPON WRITTEN REQUEST, A COPY OF SUCH CONDITIONS WILL BE FURNISHED BY THE COMPANY TO THE HOLDER HEREOF WITHOUT CHARGE." Whenever any shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, cease to be Restricted Securities and are not otherwise restricted securities, the holder thereof will be entitled to receive from the Company, without expense, upon surrender to the Company of the certificate representing such shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, a new certificate representing such shares of Series B Junior Preferred Stock or Senior Common Stock, as applicable, of like tenor but not bearing a legend of the character set forth above.

  • Seller Representations Seller hereby represents and warrants that:

  • Purchaser’s Representations Purchaser represents and warrants to Seller as follows:

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