Pre-Closing Warranties definition

Pre-Closing Warranties means Seller's warranties for products sold or rented and/or services provided by Seller prior to the Effective Date.
Sample 1
Pre-Closing Warranties means (i) the actual cost to Purchaser or any Company Group Entity to repair, replace or provide customer credit, as set forth in the applicable customer agreement, for products sold or shipped by Seller, its Affiliates or any Company Group Entity prior to the Closing that fail to conform to the warranty applicable to such products and which are returned to Purchaser or any Company Group Entity; (ii) the actual transportation costs paid by Purchaser or any Company Group Entity for shipment of a repaired or replaced product to the customer of such returned product; and (iii) labor costs actually incurred by Purchaser or any Company Group Entity for the installation of such repaired or replaced product.
Sample 1

Examples of Pre-Closing Warranties in a sentence

  • Seller shall reimburse Buyer for all of Buyer's costs of labor and materials, including overhead allocated to the cost of such labor and materials in accordance with Buyer's standard practices (collectively, "Buyer's Warranty Costs"), with respect to Buyer's performance in accordance with the Pre-Closing Warranties.

  • Seller shall reimburse Buyer for all of Buyer's costs of labor and materials (including overhead allocated to the cost of such labor and materials in accordance with Seller's normal practice) with respect to Buyer's performance in accordance with the Pre-Closing Warranties for products sold prior to September 13, 1996.

  • The term "Pre-Closing Warranties" shall mean Seller's warranties for products sold or rented and/or services provided by Seller prior to the Effective Date.

  • After the Closing Date, Buyer shall provide warranty service, in accordance with Seller's normal practice, with respect to all warranties on products of the Business sold by Seller prior to the Closing Date (the "Pre-Closing Warranties").

  • The Seller shall be liable for the sale and services by the Seller for all rentals, product sales and services provided for all periods preceding, including those immediately preceding the Effective Date, as well as the Pre-Closing Warranties, and shall indemnify the Buyer from any and all Damages arising therefrom, as defined in Article VIII herein, in the manner described in Article VIII.

  • For her part, the President of the ECB is responsible for overseeing the organisational unit of the ESRB Secretariat.

Related to Pre-Closing Warranties

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

  • 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.

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

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

  • Second Closing has the meaning set forth in Section 2.2.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Subsequent Closing has the meaning set forth in Section 3.2.

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

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.

  • 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).

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

  • Fundamental Warranties means the representations and warranties of Group Companies set forth in Sections 4.1 (Organization, Standing and Qualification), 4.2 (Capitalization and Other Particulars of the Group Companies), 4.3 (Due Authorization), 4.4 (Valid Issuance of Purchased Shares), 4.5 (No Conflicts), 4.6 (Compliance with Law; Licenses), 4.8 (Financial Statements) and 4.19 (Taxes).

  • 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).

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • First Closing has the meaning set forth in Section 2.1(a).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

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

  • Closing Conditions shall include, but are not limited to, SI Securities determining in its sole discretion that at the time of a closing, the Minimum Offering has been met, the investment remains suitable for investors, investors have successfully passed ID, KYC, AML, OFAC, and suitability screening, and that Issuer has completed all actions required by it as communicated by SI Securities at the time of a closing.

  • 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).