Performance and Representations and Warranties Clause Samples
The 'Performance and Representations and Warranties' clause sets out the promises each party makes regarding their ability and intention to fulfill the contract, as well as specific statements of fact about their status or the subject matter of the agreement. In practice, this clause may require parties to confirm they have the authority to enter into the contract, that all information provided is accurate, and that they will perform their obligations as described. Its core function is to allocate risk and ensure that both parties have a clear understanding of their commitments and the factual basis on which the contract is made, reducing the likelihood of disputes arising from misunderstandings or misrepresentations.
Performance and Representations and Warranties. As of the Closing Date, (i) the BRI Partnership shall have performed or complied with, in all material respects, all of the BRI Partnership covenants, agreements and obligations under this Agreement, (ii) the BRI Partnership shall have delivered the BRI Partnership Closing Documents and (iii) all of the BRI Partnership representations and warranties set forth in this Agreement shall be true and correct, in all material respects, as of the Closing Date.
Performance and Representations and Warranties. As of the Closing Date, (i) the Transferor Partners and the Transferor Partnership shall have performed or complied with, in all material respects, all of their respective covenants, agreements and obligations under this Agreement, (ii) the Transferor Partners shall have delivered the Transferor Partners Closing Documents and (iii) all of the representations and warranties of the Transferor Partnership and the Transferor Partners set forth in this Agreement shall be true and correct, in all material respects, as of the Closing Date.
Performance and Representations and Warranties. As of the Closing Date, (i) the Transferor Partners, the Transferor Partnership and the Borrower Corporate General Partner shall have performed or complied with, in all material respects, all of their respective covenants, agreements and obligations under this Agreement, (ii) the Transferor Partners shall have delivered the Transferor Partners Closing Documents, (iii) the Borrower Corporate General Partner shall have delivered all of the Borrower Partnership Closing Documents and (iv) all of the representations and warranties of the Transferor Partnership, the Transferor Partners and the Borrower Corporate General Partner set forth in this Agreement shall be true and correct, in all material respects, as of the Closing Date.
Performance and Representations and Warranties. As of the Closing Date, (i) the Transferor Corporation shall have performed or complied with, in all material respects, all of its covenants, agreements and obligations under this Agreement, (ii) the Transferor Corporation shall have delivered the Transferor Corporation Closing Documents and (iii) all of the representations and warranties of the Transferor Corporation set forth in this Agreement shall be true and correct, in all material respects, as of the Closing Date.