Exceptions to Representations Clause Samples
The "Exceptions to Representations" clause defines specific circumstances or disclosures under which the general representations and warranties made by a party do not apply. In practice, this clause typically references a schedule or list where known issues, risks, or deviations from standard representations are disclosed, such as pending litigation or regulatory matters. Its core function is to limit the scope of liability for the party making the representations by clearly identifying areas where they cannot or will not guarantee full compliance, thereby ensuring transparency and reducing the risk of future disputes.
POPULAR SAMPLE Copied 5 times
Exceptions to Representations. ☐ Check the box if the following statement is applicable: Shareholder is the joint beneficial owner of the Shares, together with Shareholder’s spouse. ☐ Check the box if the following statement is applicable: Shareholder has joint voting power over the Shares, together with Shareholder’s spouse. ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ certifies that:
Exceptions to Representations. 20 ARTICLE V. COVENANTS........................................................... 21
Exceptions to Representations. Notwithstanding the foregoing, Seller and Shareholder expressly disclaim any representations and warranties, including any implied warranties, with respect to the Intellectual Property Assets related to products not included in Seller’s 2004 catalog. Further, Buyer acknowledges and agrees that Buyer is not purchasing all of the assets used or held by Seller in the operation of the Business and is not purchasing the Business as a going concern, and therefore Seller and Shareholder expressly disclaim any representations and warranties with respect to the Transferred Assets being sufficient to carry on the Business.
Exceptions to Representations. ☐ Check the box if the following statement is applicable: The Shareholder is the joint beneficial owner of the Shares, together with the Shareholder’s spouse. ☐ Check the box if the following statement is applicable: The Shareholder has joint voting power over the Shares, together with the Shareholder’s spouse. SMRH:483073136.3 COMMUNITY 1ST BANCORP Pursuant to Title 8, Section 252 of the Delaware General Corporation Law (the “DGCL”), the undersigned corporation executed the following Certificate of Merger: FIRST: The name of the surviving corporation is First Foundation Inc., a Delaware corporation, and the name of the corporation being merged into this surviving corporation is Community 1st Bancorp, a California corporation.
Exceptions to Representations. ☐ Check the box if the following statement is applicable: Shareholder is the joint beneficial owner of the Shares, together with Shareholder’s spouse. ☐ Check the box if the following statement is applicable: Shareholder has joint voting power over the Shares, together with Shareholder’s spouse. VOTING AGREEMENT, dated as of January 30, 2024 (this “Agreement”), by and among Southern California Bancorp, a California corporation (“SCB”), California BanCorp, a California corporation (“CBC”), and the undersigned shareholder of SCB (“Shareholder”).
Exceptions to Representations. Section 13.3.2(a)
Exceptions to Representations. If there is an event of default, if ▇▇▇▇▇▇▇ wants to foreclose on the pledged shares, PST will obtain shareholder approval.
Exceptions to Representations