REPRESENTATIONS AND WARRANTIES BY THE PT GROUP Sample Clauses
The "Representations and Warranties by the PT Group" clause sets out specific statements of fact and assurances made by the PT Group regarding their authority, legal standing, and the accuracy of information provided in the agreement. Typically, this clause covers matters such as the PT Group's power to enter into the contract, compliance with applicable laws, and the absence of undisclosed liabilities or legal disputes. Its core function is to provide the other party with confidence in the PT Group's reliability and to allocate risk by making the PT Group responsible for the truthfulness of these statements, thereby offering a basis for legal recourse if any representation proves false.
REPRESENTATIONS AND WARRANTIES BY THE PT GROUP. In consideration for the TEF Group entering into this Agreement and consummating the transactions hereunder, the PT Group represents and warrants to the TEF Group that the representations and warranties as set out in this Section 5, which representations and warranties are supplemented by the disclosure schedules attached hereto as Exhibit VI (the “PT Group Disclosure Schedule”), are, individually and jointly, true and not misleading, provided that, save as otherwise required by the context of the relevant representation or warranty, the representations and warranties:
(a) are made and given as at the date of this Agreement; and
(b) shall:
(i) in respect of the representations and warranties contained in Sections 5.2, 5.4, 5.7, and 5.17 below, be deemed to be repeated, on the Initial Closing, on the Balance Closing and on each applicable Additional Closing, as being individually and jointly true and not misleading as at the Initial Closing, as at the Balance Closing, and as at the applicable Additional Closing (as the case may be);
(ii) in respect of the representations and warranties not referred to in Section 5(b)(i) above, be deemed to be repeated, on the Initial Closing, on the Balance Closing and on each applicable Additional Closing, as being individually and jointly true and not misleading as at the date of this Agreement, with respect to all the Interests in the PT Covered Assets being transferred by the PT Group to the Company on the Initial Closing, the Balance Closing, or the applicable Additional Closing (as the case may be), provided that where a representation or warranty (other than the representations and warranties referred to in Section 5(b)(i) above) relates to Global Telecom, a Breach in respect of the representations and warranties contained in this Section 5, for purposes of this Section 5 and Section 8, shall only be considered to exist if the circumstance or fact giving rise to such breach arose or occurred after the date of acquisition by the PT Group of an Interest in Global Telecom under the “Share Sale and Purchase Agreement” dated January 13, 2001 (the “GT Acquisition Agreement”); Accordingly, the PT Group hereby represents and warrants to the TEF Group as follows: