Buyer’s Representations definition

Buyer’s Representations means the representations and warranties made by Buyer to Seller in Article 4.
Buyer’s Representations. Unless specified in writing, neither this Purchase Agreement nor the financing is dependent or contingent on the sale and settlement, lease or refinancing of other real property. Buyer acknowledges that Seller is relying upon all of Buyer’s representations, including, without limitation the accuracy of the financial information given by Buyer to Seller, Selling Firm or Listing Firm. If Buyer makes any deliberate misrepresentation, or material omission which results in Buyer’s inability to obtain approved financing, then Buyer shall be deemed to be in default. Except as provided in Xxxxxxxxx 00X, Xxxxx shall notify Seller, Listing Firm and Selling Firm in writing within five (5) days of Buyer’s actual notice of the occurrence of any material adverse change in Buyer’s financial condition which prevents Buyer from obtaining the specified financing under this Agreement. Buyer’s failure to give notice of the material adverse change required above shall constitute a default under the terms of this Agreement. Within three (3) days of receipt of written notice of the material adverse change from Buyer, Seller shall notify Buyer in writing of Seller’s election to: (a) proceed to closing without modification of this Agreement; (b) proceed to closing based upon a modification to this Agreement acceptable to Seller and Buyer; (c) require that Buyer deliver an acceptable First Right of Refusal Agreement; or (d) terminate this Agreement. The rights and remedies set forth in this Paragraph shall be in addition to the rights and remedies specified in Paragraph 13.

Examples of Buyer’s Representations in a sentence

  • All orders are subject to acceptance by Assault, as Assault may refuse to complete any order for any lawful reason and/or Assault has any reason to believe that Buyer’s Representations and Warranties in Paragraph 14 are false and/or misleading.

  • Buyer’s Representations to Seller Buyer represents to Seller that the following are true and correct as of the Effective Date and will be true and correct on the Closing Date.

  • By entering into this Order, SELLER confirms that it has completed Buyer’s Representations and Certifications form and that SELLER’s completed form is included in this Order (including, without limitation, Buyer’s Commercial Item Determination Form, if applicable).

  • Buyer’s Representations to Seller Buyer represents to Seller that the following are true and correct as of the Effective Date and will be true and correct on the Closing Date.1. Receipt of Bid Package.

  • The Facility is located in the State of California.13.2 Buyer’s Representations and Warranties.

  • The provisions of Section 7.1 (Seller’s Representations and Warranties) and Section 7.2 (Buyer’s Representations and Warranties) and obligations under Section 11.5 shall survive Closing for a period of nine (9) months.

  • Such Buyer’s Representations and Warranties are hereby specifically incorporated by reference and shall be read and applied as if they are an integral part hereof.

  • The Authority designee will discuss the activity in question with the Network Provider giving them an opportunity to investigate the matter and respond in writing within five (5) days of discussion with the Authority designee concerning the matter.

  • Buyer’s Representations in this Agreement must be true in all material respects on and as of the Closing Date with the same effect as if such representations and warranties had been made on and as of the Closing Date.

  • Any breach by Buyer or SHLX of Buyer’s Representations and Warranties.


More Definitions of Buyer’s Representations

Buyer’s Representations shall have the meaning ascribed to such term in Clause 5 hereof.
Buyer’s Representations means the representations and warranties of the Buyer set forth in this Agreement, any Buyer Document or any certificate delivered pursuant to this Agreement or any Buyer Document.
Buyer’s Representations. Buyer warrants and represents that: (a) Buyer is indebted for the Total Obligation shown on line 14; (b) except for the security interest granted to Seller, Units will remain free from all liens and security interests; (c) all information supplied by Buyer in any financial, credit or accounting statement to Seller are and will be true, correct and genuine, and Buyer consents to the ongoing review of Buyers credit reports during the term of this Contract; (d) Units are to be used only for business purposes; (e) Buyer has full authority to enter into this Contract and in so doing it is not violating any law, regulation or agreement and has taken all necessary and appropriate actions to make this Contract binding and enforceable against Buyer in accordance with its terns; and (f) my Units traded in are owned by Buyer and free of all security interests and liens except as stated.
Buyer’s Representations shall have the meaning set forth in Section 11.1.
Buyer’s Representations. See Section 12.1(b);

Related to Buyer’s Representations

  • Company Representations means the representations and warranties of the Company expressly and specifically set forth in Article IV of this Agreement, as qualified by the Company Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • Buyer’s Representatives has the meaning set forth in Section 6.02.

  • Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.

  • Seller’s Warranties means the warranties given by the Seller pursuant to Clause 9 and Schedule 9, and “Seller’s Warranty” means any one of them;

  • Purchaser’s Warranties means the warranties and representations given by the Purchasers pursuant to Clause 5.2 and Schedule 2 and “Purchasers’ Warranty” means any one of them;

  • Buyer Fundamental Representations has the meaning set forth in Section 8.01.

  • Major Representation means a representation or warranty with respect to the Borrower or the Merger Sub only under any of Clause 18.2 (Status) to Clause 18.6 (Validity and admissibility in evidence) inclusive.

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Sellers’ Representative has the meaning set forth in the Preamble.

  • Buyer Representatives shall have the meaning set forth in Section 6.4(a).

  • Purchaser Fundamental Representations means the representations and warranties set forth in Section 4.1 (Organization; Good Standing); Section 4.2 (Corporate Power; Enforceability); Section 4.3(a) (Non-Contravention) and Section 4.8 (Brokers).

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Seller Representatives has the meaning set forth in Section 5.8(a).

  • Sellers has the meaning set forth in the preamble.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.3.

  • Seller Representative means Xxxxx Bank.

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Good Standing); Section 3.2 (Corporate Power; Enforceability); Section 3.3(a) (Company Board Approval); Section 3.3(b) (Anti-Takeover Laws); Section 3.4 (Requisite Stockholder Approvals); Section 3.5(a) (Non-Contravention); Section 3.7 (Company Capitalization); and Section 3.25 (Brokers).

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Engineer’s Representative means the official in the civil/ electrical engineering department who is authorized to be in-charge of the work to which these presents relate. It shall include any other official nominated to attend to the supervision of day to day execution of the work to which this CONTRACT relates.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Specified Purchase Agreement Representations means the representations and warranties made by the Seller or the Company in the Purchase Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or the Borrower’s Affiliates) has the right (taking into account any applicable cure provisions) to terminate the Borrower’s (or such Affiliates’) obligations under the Purchase Agreement, or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof), as a result of a breach of such representations and warranties.

  • Seller Warranties means the warranties given by the Seller in Schedule 3;

  • Specified Representations means the representations and warranties of the Borrower and set forth in Sections 5.01(a) (solely as it relates to the Loan Parties), 5.01(b)(ii), 5.02 (other than 5.02(b)), 5.04, 5.12, 5.15, 5.16 (subject to the proviso to Section 4.01(a)(iv)) and 5.20 (limited to the use of proceeds of the Loans on the Closing Date).

  • Excluded Representations has the meaning set forth in Section 7.3(a).

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions: