Delivery of Exhibits; Representations and Warranties Sample Clauses

Delivery of Exhibits; Representations and Warranties. The Parties hereby agree that, on the Date of Execution, the Parties are unable to provide certain Representations and Warranties set forth in Section 7, pursuant exclusively to the need to produce the Exhibits in reference to each of the following Representations and Warranties: 7.2.3(b), 7.2.7, 7.2.8, 7.2.9(b), 7.2.10, 7.2.12, 7.2.13, 7.2.14, 7.2.16(B)7.2.17, 7.2.20, 7.2.24, 7.3.3(b), 7.3.7, 7.3.8(b), 7.3.9, 7.3.11, 7.3.12, 7.3.13, 7.3.15(B), 7.3.16, 7.3.19, and 7.3.23 (the “Suspended Representations and Warranties”). Notwithstanding the foregoing, on the 15th (fifteenth) Business Day as of the Date of Execution (the “Deadline for the Delivery of Exhibits”), TRIP and TRIP’s Shareholders, on one side, and AZUL Holding, on the other side, shall provide each other the Suspended Representations and Warranties, on which the Parties will be committed to its terms and to the Exhibits delivered. If either Party fails to deliver the Exhibits in reference to the Suspended Representations and Warranties within the term [*****] Confidential material redacted and filed separately with the Securities and Exchange Commission. provided for herein, it is hereby agreed, for all contractual purposes, that such Party will have delivered, in the Deadline for the Delivery of Exhibits, all Suspended Representations and Warranties.
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Related to Delivery of Exhibits; Representations and Warranties

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

  • Survival of Agreements, Representations and Warranties All agreements, representations and warranties contained herein or made in writing by or on behalf of the Company or the Subscriber, as the case may be, in connection with the transactions contemplated by this Agreement shall survive the execution and delivery of this Agreement and the sale and purchase of the Shares and payment therefor.

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Buyer Representations and Warranties The Buyer represents and warrants to the Company and Seller that:

  • Your Representations and Warranties You represent and warrant to the Company that:

  • Covenants, Representations and Warranties The General Partner covenants, represents and warrants that the following are presently true, will be true at the time of each Capital Contribution payment made by the Limited Partner and will be true during the term of this Agreement, to the extent then applicable.

  • Vendor’s Representations and Warranties 1. The Vendor represents and warrants to the Purchaser that:

  • Covenants, Agreements, Representations and Warranties The Debtor hereby covenants and agrees with, and represents and warrants to, the Secured Party that:

  • Ongoing Representations and Warranties If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, it will provide prompt written notification to the Sub-Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

  • Tenant’s Representations and Warranties The undersigned represents and warrants to Landlord that (i) Tenant is duly organized, validly existing and in good standing in accordance with the laws of the state under which it was organized; (ii) all action necessary to authorize the execution of this Amendment has been taken by Tenant; and (iii) the individual executing and delivering this Amendment on behalf of Tenant has been authorized to do so, and such execution and delivery shall bind Tenant. Tenant, at Landlord's request, shall provide Landlord with evidence of such authority.

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