Basic Representations definition
Examples of Basic Representations in a sentence
Each of the parties hereto makes to the other each of the "Basic Representations" contained in Section 3(a) and (c) of the ISDA Agreement.
For the avoidance of doubt, each of the Acquirer Indemnified Parties and the Contributor Indemnified Parties, as the case may be, shall be entitled to indemnification for damages (x) pursuant to Section 7.1(a)(ii) or Section 7.1(b)(ii) without regard to the Deductible or the Supplemental Cap, but subject to the Basic Cap, and (y) pursuant to Section 7.1(a)(i) or Section 7.1(b)(i) for breaches of Basic Representations without regard to the Deductible or the Supplemental Cap, but subject to the Basic Cap.
For the avoidance of doubt, this Clause 9.9 does not apply to any amount payable under the Master Agreement in respect of any continuing Transaction as to which section 3 (Basic Representations) of the Master Agreement shall apply.
All representations and warranties in this Agreement or any other Transaction Agreement (other than the Basic Representations (as hereinafter defined)) shall survive the Closing and expire on the first (1st) anniversary of the Closing Date.
Section 3.1 Basic Representations and Warranties of the Borrower.
The Basic Representations shall survive the Closing until liquidation of the Partnership.
For the avoidance of doubt, this Clause 9.9 does not apply to any amount payable under the Master Agreements in respect of any continuing Transaction as to which section 3 (Basic Representations) of the Master Agreements shall apply.
As used herein, Company Basic Representations shall mean the representations and warranties set forth in Sections 3.04 and 3.05.
As used herein, "Company Basic Representations" shall mean the representations and warranties set forth in Sections 3.04, 3.05 and 3.10.
The maximum liability of Seller in respect of all losses, damages and charges suffered in connection with this Agreement shall not exceed the amount of eighteen million euros (€18,000,000) (the “Liability Cap”), provided that the Liability Cap shall not apply and shall not be in effect in the event that the claims against Seller are (i) based on an intentional (“dolo”) misrepresentation by Seller, or (ii) based on the breach of any of the Basic Representations.