Fundamental Representations definition

Fundamental Representations has the meaning set forth in Section 8.1.

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Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authorization), Section 3.2 (Non-contravention), Section 3.3 (Capitalization), Section 3.7 (Assets), Section 3.8 (Tax Matters), Section 3.12 (Brokerage), Section 3.14 (Employee Benefit Plans), Section 3.16 (Compliance with Laws; Permits), Section 3.18 (Affiliated Transactions) and Section 3.22 (Organization; Authorization).

Fundamental Representations has the meaning set forth in Section 7.4(a).

Examples of Fundamental Representations in a sentence

The Parent Fundamental Representations shall have been true and correct in all material respects as of the date of this Agreement and shall be true and correct on and as of the Closing Date with the same force and effect as if made on and as of such date (except to the extent such representations and warranties are specifically made as of a particular date, in which case such representations and warranties shall be true and correct as of such date).
The Company Fundamental Representations shall have been true and correct in all material respects as of the date of this Agreement and shall be true and correct on and as of the Closing Date with the same force and effect as if made on and as of such date (except to the extent such representations and warranties are specifically made as of a particular date, in which case such representations and warranties shall be true and correct as of such date).
Except as set forth in the SEC Reports (other than as to the Fundamental Representations, which are not so qualified), the Company hereby represents and warrants to each of the Investors that the statements contained in this Section 3 are true and correct as of the date of this Agreement and as of the Closing Date (except for the representations and warranties that speak as of a specific date, which shall be made as of such date).

More Definitions of Fundamental Representations

Fundamental Representations has the meaning set forth in Section 10.1(a).

Fundamental Representations means the Buyer Fundamental Representations and the Seller Fundamental Representations.

Fundamental Representations means the representations and warranties set forth in Section 4.01 (Organization and Good Standing), Section 4.02(a) and Section 4.02(c) (Capitalization), Section 4.03 (Authority; Execution and Delivery; Enforceability) and Section 4.16 (Brokers and Finders).

Fundamental Representations means, with respect to the Seller, the representations and warranties contained in Section 3.1 (Organization), Section 3.2 (Validity of Agreement; Authorization), Section 3.5 (Ownership of the Subject Interests), Section 3.6 (Brokers), Section 4.1 (Organization) and Section 4.5 (MLP Capitalization; General Partner Interests), and with respect to the Acquiror Parties, the representations and warranties contained in Section 5.1 (Organization), Section 5.2 (Validity of Agreement; Authorization) and Section 5.5 (Brokers).

Fundamental Representations means the representations and warranties contained in Sections 3.1, 3.2, 3.5, 4.1, 4.2, 5.1, 5.2 and 5.5.

Fundamental Representations means the representations and warranties made by the Company in Sections 3.1 (Organization and Power), 3.2 (Capitalization), 3.4 (Authorization), 3.5 (Valid Issuance), 3.6 (No Conflict), 3.7 (Consents), 3.8 (SEC Filings; Financial Statements), 3.18 (Nasdaq Stock Market), 3.19 (▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act), 3.23 (Price Stabilization of Common Stock), 3.24 (Investment Company Act), 3.25 (General Solicitation; No Integration or Aggregation), 3.26 (Brokers and Finders), 3.27 (Reliance by the Investors), 3.28 (No Disqualification Events), 3.29 (Other Covered Persons) and 3.30 (No Additional Agreements).

Fundamental Representations shall have the meaning set forth in Section 7.1.