Business Representations definition

Business Representations shall have the meaning as set out in Clause 10.4;

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Business Representations shall have the meaning ascribed thereto in Section 8.1.1 hereof.

Business Representations is defined in Section 3.01(a)

Examples of Business Representations in a sentence

Any Claim by an Acquirer Indemnified Person which directly results from any misrepresentation or inaccuracy in, or breach of the Promoter Seller Representations or the Business Representations shall first be made against the then remaining portion of the Indemnity Retention Amount before a Claim is made against the Promoter Sellers directly.
Notwithstanding anything to the contrary contained herein or in any other Document, if the Closing of the transactions hereunder shall have occurred, Transferor shall have no Liability to Transferee for the breach of the Business Representations in excess of, individually or in the aggregate, $4,000,000.00 (the “Business Representations Damage Cap”).
For the avoidance of doubt, the Promoter Seller Indemnifying Persons agree and acknowledge that the Acquirer Indemnified Persons shall be entitled to recourse from the Indemnity Retention Amount notwithstanding that a Claim directly results from any misrepresentation or inaccuracy in, or breach of the Promoter Seller Representations or the Business Representations.
As used herein, the following terms shall have the meanings defined in the recitals or sections indicated below: Access Indemnified Parties Section 3.01(b) Agreement Preamble Business Representations Introductory paragraph to Article VIII Business Representations Damage Cap Section 12.05 Closing Section 11.01 Closing Date Section 3.03 Closing Statement Section 11.02(a)(v) Company Recital B Conn.
Transferee shall not enter any judgment or collect an amount hereunder in excess of the Business Representations Damage Cap.

More Definitions of Business Representations

Business Representations means the Sellers’ Warranties under Section 3 of Annex 5.1.1.

Business Representations means the representations and warranties set forth, with respect to Company Entities, in Article IV, other than in Section 4.01, Section 4.02, Section 4.03, Section 4.04(a) and Section 4.05.

Business Representations has the meaning set forth in Section 9.1 (Survival of Representations and Warranties).

Business Representations has the meaning set forth in Article 10.4(a);

Business Representations has the meaning given in Section 11.1.

Business Representations is defined in Section 9.3(a)(iii). “Cash Consideration” is defined in Section 1.6(a). “Closing” is defined in Section 2.1. “Closing Cash Payment” means (a) the Initial Cash Consideration, plus (b) the excess, if any, of Estimated Net Working Capital over the Net Working Capital Target, minus (c) the excess, if any, of the Net Working Capital Target over the Estimated Net Working Capital, minus (d) the Closing Indebtedness, minus (e) the Closing Transaction Expenses.

Business Representations is defined in Section 8.1.