Contractual Representations definition

Contractual Representations means a representation or warranty made by a Company in Article III, by Verano in Article IV, and by a Company or Verano, as applicable, in any Ancillary Document, the definitive executed documents of the Financing, or in any information provided by or on behalf of such party in accordance with Section 5.05 that constitutes Circular Information or Listing Information.
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Contractual Representations has the meaning set forth in Section 6.11.
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Examples of Contractual Representations in a sentence

  • Fannie Mae Selling Guide A2-2-01, Contractual Representations and Warranties.

  • Notwithstanding anything contained in this Agreement to the contrary, each of Buyer and the SPAC acknowledges and agrees that neither Seller, or any other Person (including any Non-Party) is making, has made, or will be deemed to make or have made, any representations or warranties whatsoever relating to the Companies, the Business or the transactions contemplated by this Agreement, whether express or implied, at law or in equity, beyond the Seller’s Contractual Representations.

  • Contractual Representations, Warranties, Assurances, Inducements or Other Actions or Omissions.

  • Fannie Mae Selling Guide A2-2-01, Contractual Representations and Warranties, Lender Reporting Requirements.

  • This has a negative impact on private investor demand for mortgages and limits housing opportunities;4 Originators and Issuers May not be Honoring their Contractual Representations about what they sold into securitizations.

  • Parent shall indemnify, defend and hold harmless the Acquired Companies against, and promptly advance to the Company cash in the amount of, any Liabilities (except for Liabilities arising as a result of any breach of any Contractual Representations), fees, costs and expenses that are incurred by the Company or any of its Subsidiaries in connection with their compliance with this Section 6.8.

  • Scheduling Procedures: Quantities scheduled under FTS, ITS and PAL Service Agreements on a constrained pipeline segment shall be scheduled pursuant to the provisions of Section 16 of the General Terms and Conditions.

  • Common Contractual Representations and Warranties, Cont’d Data Security Safeguards:▪ Company has implemented and maintains commercially reasonable technical, administrative, and organizational safeguards, compliant with applicable Data Protection Laws, contractual requirements and generally accepted industry standards.▪ Company’s software platform has no material trap doors, back doors, viruses, worms, or other malicious code designed to allow unauthorized access to customer confidential information.

  • Contractual Representations and Warranties: In contrast to claims under the federal securities laws, claims based on contractual representations and warranties (R&Ws) have been partly effective for non-agency MBS investors seeking to recover losses.

  • Common Contractual Representations and Warranties, Cont’d Information Technology Systems:▪ Company maintains security, disaster recovery, and business continuity plans, procedures, and facilities.▪ No failure or breach of the company’s IT systems within given time period (e.g., 3-5 years).▪ There have been no data breaches, unauthorized access, or unauthorized use of the company’s data.

Related to Contractual Representations

  • Special Representations has the meaning set forth in Section 8.1.

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

  • Fundamental Representations has the meaning set forth in Section 8.1.

  • Additional Representation has the meaning specified in Section 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).

  • 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).

  • Seller Fundamental Representations means the representations and warranties set forth in Section 6.1 (Organization, Good Standing and Qualification of Seller), Section 6.2 (Authorization; Enforceability), Section 6.10 (Title to Purchased Assets) and Section 6.26 (Brokerage Commission).

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Tax Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Parent Fundamental Representations means the representations and warranties of Parent set forth in Section 5.1 (Corporate Existence and Power), Section 5.3 (Corporate Authorization), Section 5.6 (Finders’ Fees), Section 5.7 (Issuance of Shares), and Section 5.8 (Capitalization).

  • Fundamental Representation has the meaning set forth in Section 9.1.

  • 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.

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

  • Representations and Warranties The energy service under this Agreement will meet the applicable LDU’s standards and may be supplied from a variety of sources. Tomorrow Energy makes no representations or warranties other than those expressly set forth in this Agreement, and Tomorrow Energy expressly disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Eligible Representations means those representations identified within the “Tests” included in Schedule B.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • 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 Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • PAYEE TAX REPRESENTATIONS Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Repeating Representations means each of the representations set out in Clause 18.1 (Status), to Clause 18.22 (No Material Adverse Effect) other than Clause 18.3 (Binding Obligations), Clause 18.6 (Governing law and enforcement), Clause 18.7 (Deduction of Tax), Clause 18.8 (No filing or stamp taxes), paragraphs (a) and (b) of Clause 18.10 (No misleading information) and Clause 18.13 (No proceedings pending or threatened).

  • Tax Warranties means the warranties contained in Part 2 of Schedule 8;

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;

  • representation agreement means the written agreement between a money transfer service provider and a representative of the money transfer service provider that states the terms on which the representative offers the money transfer service within Australia;

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.