Authority and Validity definition

Authority and Validity. All covenants requiring performance prior to Closing shall expire on the Closing Date and all covenants requiring performance by any party after the Closing shall survive the Closing in accordance with their terms and claims for breach therefor may be made at any time until the expiration of the statute of limitations applicable to such claims. If a Claim Notice is delivered before the expiration of the applicable survival period, the matters that are the subject of such Claim Notice shall survive until such indemnity claim is finally resolved. Any Claim Notice resulting from any alleged breach or inaccuracy of any representation or warranty herein must be asserted in writing which contains specific facts, allegations and amounts sought by an Indemnitee to the Indemnitor prior to the Survival Date.
Sample 1

Examples of Authority and Validity in a sentence

  • Representations and Warranties 74 Section 5.1. Organization and Qualification 74 Section 5.2. Subsidiaries 74 Section 5.3. Authority and Validity of Obligations 75 Section 5.4. Use of Proceeds; Margin Stock 75 Section 5.5. Financial Reports 76 Section 5.6. No Material Adverse Change 76 Section 5.7. Full Disclosure 76 Section 5.8. Intellectual Property, Franchises, and Licenses 76 Section 5.9. Governmental Authority and Licensing 76 Section 5.10.

  • Lead isotopic signatures for metallurgical waste associated with the Trepca industrial complex (Gornje Polje Pb smelter waste, Zharkov Potok Tailings and Zn electrolysis/ industrial waste) show that two distinct populations can be identified based upon 206Pb/207Pb and 208Pb/206Pb ratios (Figure 9).

  • There has been an amendment to the Sign Off Authority and Validity for Risk Assessment table.

  • REPRESENTATIONS AND WARRANTIES 56 ‑ii ‑ Section 6.1. Organization and Qualification 56 Section 6.2. Subsidiaries 56 Section 6.3. Authority and Validity of Obligations 56 Section 6.4. Use of Proceeds; Margin Stock 57 Section 6.5. Financial Reports 57 Section 6.6. No Material Adverse Change 58 Section 6.7. Full Disclosure 58 Section 6.8. Trademarks, Franchises, and Licenses 58 Section 6.9. Governmental Authority and Licensing 58 Section 6.10.

  • A crucial aspect of this conceptualization is that the grouping traditionally called ‘language’ does tion’ rather than in the more specific sense adopted in the literature on language documentation (see Woodbury 2011).

  • Authority and Validity of Signatures Each party executing the Contract on behalf of such entity represents that he or she is duly authorized to execute and deliver the Agreement on the entity’s behalf, including the entity’s Board of Directors or Chief Executive Officer.

  • REPRESENTATIONS AND WARRANTIES 32 Section 6.1. Organization and Qualification 32 Section 6.2. Subsidiaries 32 Section 6.3. Authority and Validity of Obligations 32 Section 6.4. Use of Proceeds; Margin Stock 33 Section 6.5. Financial Reports 33 Section 6.6. No Material Adverse Change 33 Section 6.7. Full Disclosure 34 Section 6.8. Trademarks, Franchises, and Licenses 34 Section 6.9. Governmental Authority and Licensing 34 Section 6.10.

  • Before non-underlying items (Note 8).x Excluding joint ventures and associates.In addition to the Group tax charge above, tax of £6m is charged (2021: first half £19m charge; full-year £27m charge) directly to other comprehensive income, comprising: a deferred tax charge of £20m for subsidiaries (2021: first half £13m charge; full-year £24m charge) and a deferred tax credit in respect of joint ventures and associates of £15m (2021: first half £6m charge; full-year £3m charge).

  • However, the September 1999 indicates that because excess emissions might aggravate air quality so as to prevent attainment and maintenance of the NAAQS or jeopardize the PSD increments, all periods of excess emissions are considered violations of the applicable emission limitation.

  • Representations and Warranties With Respect to Seller 49 Section 18.1 Organization, Authority and Validity.

Related to Authority and Validity

  • Compliance Authority means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) U.S. Treasury Department/Financial Crimes Enforcement Network, (c) U.S. State Department/Directorate of Defense Trade Controls, (d) U.S. Commerce Department/Bureau of Industry and Security, (e) the U.S. Internal Revenue Service, (f) the U.S. Justice Department, and (g) the U.S. Securities and Exchange Commission.

  • Responsible Authority means any of the following: -

  • Minister for the Environment means the Minister to whom the Governor has for the time being committed the administration of the EP Act;

  • application for international protection means a request made by a third country national or a stateless person for protection from a Member State, who can be understood to seek refugee status or subsidiary protection status, and who does not explicitly request another kind of protection, outside the scope of this Directive, that can be applied for separately;

  • Authority Data means a) the data, text, drawings, diagrams, images or sounds (together with any database made up of any of these) which are embodied in any electronic, magnetic, optical or tangible media, and which are:

  • Fire authority means the department, agency, or public entity with responsibility

  • Insurance Authority means the Insurance Authority of Hong Kong established pursuant to section 4AAA of the Insurance Ordinance.

  • Responsible administrative authority means, with respect to a structured settlement, any government authority vested by law with exclusive jurisdiction over the settled claim resolved by the structured settlement.

  • Agency or instrumentality of the government of Venezuela means an agency or instrumentality of a foreign state as defined in section

  • Pertinent Jurisdiction in relation to a company, means:

  • Council of governments means a decision-making body in each county composed of membership including the county governing body and the mayors of each municipality in the county.

  • Administration of criminal justice means performance of any activity directly involving the

  • Self-Administration of Medication means the individual manages and takes his or her own medication, identifies his or her medication and the times and methods of administration, places the medication internally in or externally on his or her own body without staff assistance upon written order of a physician, and safely maintains the medication without supervision.

  • Judicial Authority means any court, arbitrator, special master, receiver, tribunal or similar body of any kind.

  • Level of Government means the national and county level of government;

  • Health Care Authority or “HCA” means the Washington State Health Care Authority, any division, section, office, unit or other entity of HCA, or any of the officers or other officials lawfully representing HCA.

  • District means the Montgomery County Municipal

  • Public health authority means an agency or authority of the United States, a state, a territory, a political subdivision of a state or territory, an Indian tribe, or a foreign government, or a person or entity acting under a grant of authority from or contract with such public agency, including the employees or agents of such public agency or its contractors or persons or entities to whom it has granted authority, that is responsible for public health matters as part of its official mandate.

  • Time of application means the date a participating lender receives an application from a participating community.

  • Governmental or Regulatory Authority means any court, tribunal, arbitrator, authority, agency, commission, official or other instrumentality of the United States, any foreign country or any domestic or foreign state, county, city or other political subdivision.

  • Federal Clean Air Act means Chapter 85 (§ 7401 et seq.) of Title 42 of the United States Code.

  • emissions of substances not controlled by emission limits means emissions of substances to air, water or land from the activities, either from the emission points specified in schedule 3 or from other localised or diffuse sources, which are not controlled by an emission limit.

  • Sexual Exploitation and Abuse “(SEA)” means the following:

  • State permit means an approval to conduct a land-disturbing activity issued by the State Board in the form of a state stormwater individual permit or coverage issued under a state general permit or an approval issued by the State Board for stormwater discharges from an MS4. Under these state permits, the Commonwealth imposes and enforces requirements pursuant to the federal Clean Water Act and regulations, the Virginia Stormwater Management Act and the Regulations.

  • District Court means the United States District Court for the District of Delaware.

  • Regulations of the U.S. Department of Transportation means the regulations in 49 CFR Parts 100-189.