REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Each of the Seller Entities represents and warrants to the Buyer that except as set forth in the Disclosure Schedule, the statements contained in this Section 3(a) are correct and complete as of the date hereof.
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Golar and Seller (the “Seller Entities”) represent and warrant to the Buyer and OLLC that as of the date hereof and on the Closing Date:
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Each Seller Entity, jointly and severally, represents and warrants to Buyer on the date hereof and on and as of the Closing Date, in each case as though the Closing Date were substituted for the date of this Agreement, that, except as set forth on the Disclosure Schedule:
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Golar, Golar Energy and Golar Chartering (the “Seller Entities”) represent and warrant to the Buyer and OLLC that as of the date hereof and on the Closing Date:
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. The Seller Entities, jointly and severally, represent and warrant to the Purchasers as follows, except as set forth in the disclosure schedule being delivered by the Seller Entities to the Purchaser concurrently herewith (the "Disclosure Schedule") (which Disclosure Schedule identifies the section or subsection of this Agreement to which each entry relates):
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. As a material inducement to the Purchaser to enter into this Agreement, the Parent and the Seller hereby jointly and severally represent and warrant that:
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Except as specifically set forth in the schedules attached hereto prepared by the Seller Entities (the “Schedules”), the Seller Entities, jointly and severally, represent and warrant to Buyer that all of the statements contained in this Article 4 are true and correct as of the Execution Date and shall be true and correct as of the Closing Date as though made on the Closing Date, except as modified or amended from time to time prior to the Closing Date in writing to Buyer (any such modification or amendment by the Seller Entities a “Seller Schedule Amendment”); provided, however, in the event any Seller Schedule Amendment (the “Material Schedule Amendment”) reflects a matter in existence prior to the Execution Date of which Seller had Knowledge prior to the Execution Date and which, together with matters reflected in prior Seller Schedule Amendments, if any, has a Material Adverse Effect, Buyer, as Buyer’s sole remedy, shall have the right to terminate this Agreement by written notice to Seller within five (5) Business Days of Buyer’s receipt of the applicable Material Schedule Amendment and shall be entitled to receive the Deposit Amount plus reimbursement from Seller for all reasonable and actual third party costs incurred by Buyer in connection with its review of the Real Property and other items associated with the transaction contemplated by this Agreement not to exceed Two Hundred Fifty Thousand Dollars ($250,000), subject to Seller’s receipt of a quitclaim deed for the Real Property from Buyer (Seller being responsible for all recording costs and transfer or similar taxes thereon). Each schedule prepared by the Seller Entities attached hereto specifically refers to the particular section or subsection of this Agreement to which the information set forth in such schedule relates; any information set forth in a schedule attached hereto prepared by the Seller Entities shall be deemed to apply to each other section or subsection thereof or hereof to which its relevance is readily apparent on its face. No reference to or disclosure of any item or other matter set forth in the Schedules shall be construed as an admission or indication that (A) such item or other matter is material, that it could have a Material Adverse Effect or that such item or other matter is required to be referred to or disclosed in such schedule, or (B) such agreement or document is enforceable or currently in effect or that there are any obligations remaining to be performed or any ...
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. (7) As a material inducement to Buyer to enter into this Agreement and consummate the transactions contemplated hereby, the Seller Entities hereby jointly and severally make to Buyer, the representations and warranties contained in this Section 4 as of the date hereof and as of the Closing Date. For purposes of this Section 4, references to the “knowledge” of the Seller Entities or words of similar import (and regardless of whether such word begins with an initial capital) shall be deemed to include, the actual knowledge of Xxxxx Xxx and Xxxx Xxx (collectively, the “Management Team”) and those other persons set forth on Schedule 3.0) and such knowledge as should have been obtained after reasonable inquiry by such persons of the employees, representatives and advisors of the Seller Entities, including its attorneys and accountants.
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. 7 Section 2.1 Organization...................................................7 Section 2.2 Authority Relative to this Agreement...........................7 Section 2.3 Consents and Approvals; No Violations..........................7 Section 2.4 Financial Statements...........................................8 Section 2.5 Absence of Certain Changes.....................................8 Section 2.6
REPRESENTATIONS AND WARRANTIES OF THE SELLER ENTITIES. Except as set forth in the corresponding disclosure schedules delivered to the Buyer by the Company (the “Company Disclosure Schedules”) and attached as Exhibit A, the Parent hereby represents and warrants to the Buyer that:
