Certificate Regarding Representations and Warranties. All information required to be furnished or delivered by Purchaser pursuant to this Agreement shall have been furnished or delivered as of the date hereof and the Closing Date as required hereunder; the representations and warranties made by Purchaser in Article 4 hereof (as amended, if necessary) shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date; and Sellers shall have received a certificate dated the Closing Date, executed by an authorized officer of Purchaser to such effect.
Certificate Regarding Representations and Warranties. The representations and warranties of Purchaser contained in ARTICLE 4 shall be true and correct in all material respects both when made and as of the Closing Date (except to the extent expressly made as of an earlier date, in which case as of such date) (provided for purposes of this Section 8.1 all material adverse effect qualifications and other materiality qualifications limiting the scope of the representations and warranties of Purchaser contained in this Agreement will be disregarded), and Issuer shall have received a certificate dated as of the Closing Date, executed by Purchaser, to such effect.
Certificate Regarding Representations and Warranties. Agent will have received a certificate of the Chief Financial Officer, the Vice President-Legal or Chief Executive Officer of Borrower stating, on behalf of Borrower, that each of the representations and warranties made in or pursuant to Section 4 of this Agreement or which are contained in any other Loan Document or any certificate, document or financial or other statement furnished by Borrower at any time under or in connection herewith, is true and correct in all respects on and as of the Closing Date.
Certificate Regarding Representations and Warranties. The certificate contemplated by Section 3.1.3.
Certificate Regarding Representations and Warranties. All information required to be furnished or delivered by Sellers pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder; the representations and warranties made by Sellers and OVT in Article 3 hereof shall be true and correct on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date (except that such representations and warranties may be untrue or incorrect as a result of actions or transactions expressly permitted by this Agreement or actions or transactions of Sellers made with the prior written consent of Purchaser); and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of OVT and each Shareholder to such effect.
Certificate Regarding Representations and Warranties. Each of the representations and warranties made by the Company in Section 4 shall be true and correct in all material respects on and as of the Closing with the same force and effect as though such representations and warranties had been made on and as of the Closing; provided, however, for purposes of this Section 7(g), if any representation or warranty made by the Company includes within its terms a materiality qualifier, such qualifier shall be disregarded solely for purposes of determining compliance with this Section 7(g); and the Subscriber shall have received a certificate dated as of the Closing executed by the President, Chairman or Chief Financial of the Company to such effect.
Certificate Regarding Representations and Warranties. All information required to be furnished or delivered by Seller pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder. The accuracy of the representations and warranties made by Seller in Article 3 shall be assessed as of the date of this Agreement and as of the Closing Date with the same effect as though all such representations and warranties had been made on and as of the Closing Date (provided that representations and warranties which are confined to a specified date shall speak only as of such date). There shall not exist inaccuracies in the representations and warranties of Seller set forth in this Agreement such that the aggregate effect of such inaccuracies has, or is reasonably likely to have, a Material Adverse Effect on the Business, and Purchaser shall have received a certificate dated as of the Closing Date executed by the chief executive officer, chief financial officer and executive vice president of Seller to such effect.
Certificate Regarding Representations and Warranties. All information required to be furnished or delivered by Purchaser pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date as required hereunder. The accuracy of the representations and warranties made by Purchaser in Article 4 shall be assessed as of the date of this Agreement and as of the Closing Date with the same effect as though all such representations and warranties had been made on and as of the Closing Date. There shall not exist inaccuracies in the representations and warranties of Purchaser set forth in this Agreement such that the aggregate effect of such inaccuracies has, or is reasonably likely to have, a Material Adverse Effect on Purchaser; provided that, for purposes of this sentence only, those representations and warranties which are qualified by references to “material” or “Material Adverse Effect” or to the “Knowledge” of Purchaser shall be deemed not to include such qualifications; and Seller shall have received a certificate dated as of Closing Date executed by an authorized officer of Purchaser to that effect.
Certificate Regarding Representations and Warranties. Reference is made to that certain Purchase and Sale Agreement dated as of November [__], 2017 (the “PSA”) by and between HARRAH’S LAS VEGAS, LLC, a Nevada limited liability company (“Seller”) and XXXXXXXX PROPERTY OWNER LLC, a Delaware limited liability company (“Buyer”). Capitalized terms used herein but not defined shall have the meanings ascribed to them in the PSA. In accordance with Section 6.3[(e)] of the PSA, Buyer hereby certifies that the representations and warranties of Buyer contained in Section 7.1 of the PSA are true, correct and complete in all material respects as of the date hereof. [update reps here before Closing as applicable] Seller has executed this certificate as of the [__] day of [________], 2017. BUYER: XXXXXXXX PROPERTY OWNER LLC, a Delaware limited liability company By: Name: Title: EXHIBIT U
Certificate Regarding Representations and Warranties. All information required to be furnished or delivered by Seller pursuant to this Agreement shall have been furnished or delivered in all material respects as of the date hereof and as of the Closing Date, as required hereunder; each of the representations and warranties made by Seller in Article 5 shall be true and correct in all respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except where the failure of such representations or warranties to be so true and correct would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and except that such representations and warranties may be untrue or incorrect as a result of actions or transactions required by this Agreement or actions or transactions of Seller made with the prior written consent of Purchaser; provided that for purposes of this Section 9.1, if any representation or warranty made by Seller includes within its terms a qualifier relating to materiality or Material Adverse Effect, such qualifier shall be disregarded solely for purposes of determining compliance with this Section 9.1; and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of Seller to such effect.
