Representations and Warranties; Conditions to Closing Sample Clauses

Representations and Warranties; Conditions to Closing. From the date hereof until the Closing Date, Parent and the Seller shall disclose to Buyer in writing (in the form of updated schedules) any variances from the representations and warranties contained in Article 3, as amended by Article 10 in the event of a Parent Election, promptly upon the Parent’s or the Seller’s obtaining Knowledge thereof that will or may result in the failure to satisfy any of the conditions, prior to Closing, specified in Article 9 of this Agreement and any failure of Parent or Seller, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any of them under this Agreement. In the event that a representation or warranty is supplemented or amended prior to Closing as provided in this Section 5.09, and to the extent that the failure of such representation or warranty to be so supplemented or amended would have constituted a failure to satisfy the condition set forth in Section 9.02(a)(ii), such representation or warranty, as so supplemented or amended will be used for the purpose of determining any liability under Article 11.
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Representations and Warranties; Conditions to Closing. OM Group and Seller hereby jointly and severally represent and warrant to Buyer as follows:
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Representations and Warranties; Conditions to Closing. (a) Purchaser hereby represents and warrants to Seller, as follows:
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Representations and Warranties; Conditions to Closing 
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Related to Representations and Warranties; Conditions to Closing

  • Representations and Warranties; Conditions Precedent (a) The Depositor hereby confirms that each of the conditions precedent and the representations and warranties set forth in Section 2.08 of the Pooling and Servicing Agreement are satisfied as of the date hereof.

  • REPRESENTATIONS AND WARRANTIES BY BUYER Buyer represents and warrants to Seller as follows:

  • Representations and Warranties on Closing Date The representations and warranties made in this Article III will be true and correct on and as of the Closing Date with the same force and effect as if such representations and warranties had been made on and as of the Closing Date, except that any such representations and warranties which expressly relate only to an earlier date shall be true and correct on the Closing Date as of such earlier date.

  • Representations and Warranties by Seller Seller represents and warrants to Buyer as follows:

  • Representations and Warranties Complete The representations and warranties of the Company included in this Agreement and any list, statement, document or information set forth in, or attached to, any Schedule provided pursuant to this Agreement or delivered hereunder, are true and complete in all material respects and do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading, under the circumstance under which they were made.

  • Representations and Warranties; Compliance with Conditions The representations and warranties of Borrower contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Closing Date with the same effect as if made on and as of such date, and no Default or an Event of Default shall have occurred and be continuing; and Borrower shall be in compliance in all material respects with all terms and conditions set forth in this Agreement and in each other Loan Document on its part to be observed or performed.

  • Representations and Warranties; Covenants Each of the Seller and the Servicer hereby makes the representations and warranties, and hereby agrees to perform and observe the covenants, applicable to it set forth in Exhibits III and IV, respectively.

  • Representations and Warranties by Purchaser The Purchaser represents and warrants to the Seller that:

  • Representations and Warranties by You You represent and warrant that:

  • Representations and Warranties; Etc Each Obligor hereby affirms: (a) that as of the date of execution and delivery of this First Amendment, all of the representations and warranties contained in each Loan Document to which such Obligor is a party are true and correct in all material respects as though made on and as of the First Amendment Effective Date (unless made as of a specific earlier date, in which case, was true as of such date); and (b) that after giving effect to this First Amendment and to the transactions contemplated hereby, no Defaults exist under the Loan Documents or will exist under the Loan Documents.

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