Purchaser’s Representations and Warranties definition

Purchaser’s Representations and Warranties has the meaning set forth in Clause 9.1 of this Agreement.
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Purchaser’s Representations and Warranties means the representations and warranties given by the Purchasers’ Representative in Article IV, (Representations and Warranties of the Purchasers) or in any certificate delivered pursuant hereto;
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Purchaser’s Representations and Warranties as defined in Article 11.
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Examples of Purchaser’s Representations and Warranties in a sentence

  • Each of the Purchaser’s Representations and Warranties shall have been true, correct, and complete in all material respects when made and as though made on the Closing Date.

  • The planning process integrates land use and transportation—leading to an approach that embraces connectivity and accessibility.

  • The Purchaser agrees to indemnify and hold the Sellers harmless from all losses, liabilities, claims, costs, expenses and damages – including, without limitation, legal costs and experts’ and consultants’ fees – incurred or suffered by any of the Sellers as a result of the Purchaser’s Representations and Warranties not being true and correct or as a result of the Purchaser not complying with its undertakings, covenants and obligations provided for in this agreement.

  • All obligations of the Vendor under this Agreement are subject to the fulfillment, before or at closing, of the following conditions: 12.1 Purchaser’s Representations and Warranties The Purchaser’s representations and warranties contained in this Agreement will be true at and as of closing as though such representations and warranties were made as of such time.

  • The Purchaser’s Representations and Warranties, and any document furnished or to be furnished by the Purchaser in accordance with this Agreement, do not contain any untrue statement of a material fact or fail to state a material fact necessary to make the statements contained herein.

  • REPRESENTATIONS AND WARRANTIESVII.1. Purchaser’s Representations and Warranties.

  • As of the Closing Date, the Purchaser’s Representations and Warranties are, or will be, true and correct in every material respect.

  • The Purchaser makes no representations and warranties other than those expressly set forth in Clause 5.2.1 (Purchaser’s Representations and Warranties) and Clause 5.2.2 (Repeating of Purchaser’s Representations and Warranties).

  • Seller’s Representations and Warranties and Purchaser’s Representations and Warranties shall survive Closing hereunder for one (1) year.

  • The Parties are in agreement that the Sellers' and Purchaser’s Representations and Warranties are only designed for the specific remedies of the Purchaser or the Sellers set forth in this Section 8 and the restrictions contained in this Section 8, and that Sellers' and Purchaser’s Representations and Warranties shall not serve to provide the other Party(ies) with any other claims than those set forth in this Agreement.


More Definitions of Purchaser’s Representations and Warranties

Purchaser’s Representations and Warranties means the Purchaser's representations and warranties as set forth in Article 5;
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Purchaser’s Representations and Warranties has the meaning set forth under Paragraph 7.3.
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Purchaser’s Representations and Warranties means the warranties given by the Purchaser pursuant to Clause 7.2 and Schedule 11.
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Purchaser’s Representations and Warranties means the representations and warranties contained in Schedule 6 Part B given by each of the Purchasers;
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Purchaser’s Representations and Warranties means the representations and warranties contained in Clause 9.
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Related to Purchaser’s Representations and Warranties

  • 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.

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

  • 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;

  • 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.

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

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

  • 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).

  • 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.

  • 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).

  • 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.

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

  • 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.

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

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.

  • Specified Purchase Agreement Representations means the representations and warranties made by the Seller or the Company in the Purchase Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or the Borrower’s Affiliates) has the right (taking into account any applicable cure provisions) to terminate the Borrower’s (or such Affiliates’) obligations under the Purchase Agreement, or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof), as a result of a breach of such representations and warranties.

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

  • 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).

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

  • 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).

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

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

  • 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).

  • 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.