Management Warranties definition

Management Warranties means the warranties given pursuant to clause 8.3;

Management Warranties means the Warranties set out in paragraph 2 of Schedule 4, and each a "MANAGEMENT WARRANTY";

Management Warranties has the meaning given in the Management Warranty Deed;

Examples of Management Warranties in a sentence

• In connection with the Offer and on the terms set out in this Deed, (i) each Warrantor has agreed to give the Management Warranties; and (ii) each Warrantor and the Company has agreed to comply, or procure compliance with, certain obligations relating to the conduct of business prior to Completion.

• The Sellers’ Fundamental Warranties and the Management Warranties constitute an exhaustive regulation of the Buyer's requirements as to the Shares, and no further requirements as to the quality, fitness for purpose or merchantability of the Shares or the assets, liabilities and operations of the Group shall apply, whether by implication or by the application of background law.

• This warranty shall be deemed to be repeated immediately before Completion by reference to the facts and circumstances subsisting immediately before Completion and, for this purpose only, where there is an express or implied reference in the Management Warranties to the date of the Management Warranty Deed, that reference is to be construed as a reference to the Completion Date in respect of the Management Warranties.

• For purposes of determining the amount of liability for breach of any of the Management Warranties (rather than whether or nor not there has been a breach), any qualification as to the term “material” or words of similar import in the text of any of the Management Warranties shall be ignored.

• To the extent that the Management Warranties are given based on the awareness or knowledge of each of the Management Warrantors, and such expression shall, unless otherwise stated, be deemed to refer to the actual knowledge of the relevant person whose names is listed in Column A of Schedule 2 after making enquiry of those persons whose names are listed next to his or her name in Column B of Schedule 2.

More Definitions of Management Warranties

Management Warranties means those warranties given by the Warrantors (as defined in the Management Warranty Deed) as set out in the Management Warranty Deed;

Management Warranties has the meaning given in Clause 6.2;

Management Warranties means the warranties given by the Management Warrantors as set out in Schedule 3; Material Contract means any contract, document or other material (whether written or oral) of the type described in clause 10.1 of Schedule 3;

Management Warranties means the warranties given by management under the terms of the Management Warranty Deed;

Management Warranties means the warranties given by the Management Warrantors as set out in Schedule 3; Management Warrantors has the meaning given to it the recitals; Material Contract has the meaning given to it in paragraph 7.1 of Schedule 3; Xxxxxxx Datasite means the data room virtually held for project “Halo” by Xxxxxxx Datasite Non Tax Claim means a Claim other than a Tax Claim; Owned IP means the registered Intellectual Property Rights owned by the Group Companies. The registered Owned IP is listed in the Disclosure Letter; Party has the meaning given to it the recitals; Parties has the meaning given to it the recitals; Pension Schemes means the pension schemes, details of which are set out in the Disclosure Letter; Purchaser has the meaning given to it the recitals; Purchaser’s Bank Account means the bank account of Purchaser identified in writing to the Management Warrantors, as the same may be updated by the Purchaser in writing delivered to the Management Warrantors from time to time; Properties means the land and buildings which are set out in the Property Schedule and all of which are either owned or leased by any of the Group Companies; Property Schedule means the property schedule at Exhibit 2 of the Disclosure Letter;

Management Warranties means the representations, warranties and undertakings contained or referred to in SECTION 4 hereof and SCHEDULE 4.

Management Warranties means the warranties given by the Management Warrantors as set out in Schedule 3;