Deemed Representations definition

Deemed Representations. Not Applicable
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Deemed Representations. [Apply] [Do Not Apply] QIB Restriction [Applicable] [Not Applicable] Additional Trust Wind-Up Event: Exchangeable Series Terms: Terms of Retained Interest: Call Option Terms: Other Terms: Schedule II (Terms of Trust Property)
Sample 1Sample 2Sample 3
Deemed Representations. [Apply][Do Not Apply] Additional Trust Wind-Up Event: Exchangeable Series Terms: Terms of Retained Interest: Call Option Terms: Other Terms: Schedule II (Terms of Trust Property)
Sample 1

Examples of Deemed Representations in a sentence

  • The Certificates may only be held by "Eligible Investors" (as defined in the Trust Agreement and in the "Notice to Investors; Investors Deemed Representations" herein) and may only be transferred to an Eligible Investor.

  • Each prospective purchaser of the Certificates should carefully review the "Notice to Investors, Investor Deemed Representations" as set forth herein and "The Certificates—Transfer Restrictions." United States The Certificates will not be registered under the Securities Act and the Trust will not be registered under the 1940 Act.

  • SECTION 3.02 Survival and Deemed Representations and Warranties.............................................

  • No Tax Avoidance Purpose; Other Deemed Representations Each person that acquires a Note or a beneficial interest therein will be deemed to have represented it is providing financing through an indirect ownership interest in the Reference Obligations and a total return swap, rather than financing through one or more repurchase agreements or other debt instruments, with no purpose of tax avoidance.

  • Selling Restrictions Canada: Deemed Representations by Canadian Purchasers: Selling Restrictions United States:The Notes may only be offered and sold in Canada to “accredited investors” (as such term is defined in National Instrument 45-106– Prospectus Exemptions (“NI 45-106”) or section 73.3 of the Securities Act (Ontario), as applicable) who are not individuals.

  • The State agency may remove excess terminals if actual redemption activity warrants a reduction consistent with the redemption levels outlined in CFR §246.12(z)(2)(i) and (z)(2)(ii).

  • Certain Deemed Representations, Warranties and Undertakings ....................If you tender pursuant to the terms of the Offer, you will be deemed to have made certain acknowledgments, representations, warranties and undertakings to Mexico, the Dealer Managers, the Billing and Delivering Bank and the Information Agent.

  • Deemed Representations and Agreement............................................14 ARTICLE III......................................................................................................14 COVENANTS........................................................................................................14 SECTION 3.01.

  • See "Certain ERISA Considerations and Other Considerations" and "Notice to Investors; Investor Deemed Representations" in the Offering Memorandum.

  • Deemed Representations by Canadian Purchasers:By purchasing a Note in Canada and accepting delivery of a purchase confirmation such purchaser will be deemed to represent to the Bank and the dealer from whom the purchase confirmation is received that such purchaser is an “accredited investor” (as such term is defined in NI 45-106 or section73.3 of the Securities Act (Ontario), as applicable) who is not an individual unless such purchaser is also a “permitted client” (as such term is defined in NI 31-103).

Related to Deemed Representations

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

  • 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 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.

  • 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).

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

  • Additional Representation has the meaning specified in Section 3.

  • 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).

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

  • 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).

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

  • 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).

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

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

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

  • 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 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.

  • 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.

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

  • 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.

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

  • 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.

  • Representation means any representation as to fact or law, including a representation as to the state of mind of—

  • Representation Date shall have the meaning ascribed to such term in Section 4(k).

  • Schedule of Representations means the Schedule of Representations and Warranties attached hereto as Schedule B.

  • 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.

  • 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.