Examples of Representations and Warranties Insurance Policy in a sentence
At or prior to the Closing, Buyer shall cause [***] (the “R&W Insurer”) to effectuate the Buyer-Side Representations and Warranties Insurance Policy, bound by the R&W Insurer on the Signing Date, having terms and conditions as set forth in the Binder Agreement dated on or around the Signing Date and attached hereto as Exhibit G, with policy number [***] (as may be amended, modified or supplemented from time to time in accordance with this Agreement) (the “R&W Insurance Policy”).
The Company agrees to pay the non-refundable deposit and the premium payable under, and in accordance with the terms of, that certain Representations and Warranties Insurance Policy, effective on the date of this Agreement, between The Reliance Insurance Company of Illinois, as Insurer, and the insured named therein.
No failure of Purchaser to obtain the Representations and Warranties Insurance Policy, and no cancellation, termination, amendment, waiver or other modification of the Representation and Warranties Insurance Policy, shall in any way increase any rights of Purchaser, increase any obligations of Seller, or modify or affect in any way any limitations set forth in this Agreement or arising in connection with the transactions contemplated hereby.
PX 68 Pt. 3 § 10.7(a) (identifying “claims that are excluded under the Representations and Warranties Insurance Policy (including the Specified Matters, breach or inaccuracy of the Health Care Representations and Warranties and certain Tax matters)”).
The R&W Insurance Policy shall contain an express waiver of subrogation rights against the Company and the Securityholders, except as set forth in Section VIII.B(i)(y) of the Buyer-Side Representations and Warranties Insurance Policy attached to the Binder Agreement.