REPRESENTATIONS & WARRANTIES definition

REPRESENTATIONS & WARRANTIES. Substantially the same as in the QDI Credit Agreement including, but not limited to the following: - Organization of Borrowers, good standing, qualification, licenses and permits, and etc. - Due authorization, no conflicts, and etc., - Subsidiaries, qualification, ownership, licenses and permits, and etc. - Validity of documentation, - Financial statements of Borrower and Guarantors, - Litigation, judgments, and etc., - Compliance with law, - ERISA compliance, - Title to assets, - Indebtedness, - Use of proceeds, - Margin stock, - Investment Company Act - Unregistered securities, - Public Utility Holding Company Act, - Accuracy of information, - Tax returns, audits, - Environmental and safety regulations, - Forecasts, Solvency, - No default, and - Subsidiary guarantors.
REPRESENTATIONS & WARRANTIES. Usual and customary for facilities of this type for similar borrowers including (provided that the following shall not apply to Grace Chemicals and its subsidiaries): 1.
REPRESENTATIONS & WARRANTIES is replaced in its entirety as follows:

Examples of REPRESENTATIONS & WARRANTIES in a sentence

  • EXHIBIT C – GENERAL & PROGRAMMATIC TERMS & CONDITIONS C.1 REPRESENTATIONS & WARRANTIES.

  • For greater certainty, a material breach of the Terms & Conditions for purposes of this Section 6.3 includes, but is not limited to: (a) Customer’s use of more than the authorized number of operating copies of the Software; or (b) Customer exceeding (by ten percent or more) the authorized maximum number of named users for the Software.SECTION 7 REPRESENTATIONS & WARRANTIES.

  • TAX REPRESENTATIONS & WARRANTIES Each Party represents and warrants that: (a) it resides in a country that is a party to a tax treaty with Korea; and (b) no payment received or to be received by each such Party under this Agreement is attributable to a trade or business carried on by it through a permanent establishment in Korea.

  • To the extent Buyer’s Account Information is not fully set forth in Schedule 1 as of the date of this Agreement, Buyer shall provide Seller with such information within thirty (30) days of the date of this Agreement.7. REPRESENTATIONS & WARRANTIES.

  • REPRESENTATIONS & WARRANTIES: Usual representations and warranties as agreed between the Borrower and the Lender shall apply.

  • Xxxxxxxx and Goldshtein ---------------------------------------- (collectively, the "Covenantors") hereby each covenant to Lanstar as follows: ----------- EXHIBIT A - INDIVIDUALS' REPRESENTATIONS, ---------------------------------------- WARRANTIES, COVENANTS AND INDEMNITIES - Page 1 of 5 Pages.

  • Pobrano z https://wir.ue.wroc.pl / Downloaded from Repository of Wroclaw University of Economics and Business 2024-02-19 This leads to the so-called open banking and two types of new services: Account Information Service (AIS) and Payment Initiation Service (PIS).

  • It is worth noting that Cantonese underwent a vowel shift from Middle Chinese, in which many high and low vowels swapped places (Newman 1983).

  • TAX REPRESENTATIONS & WARRANTIES Each Party represents and warrants that: (a) it resides in a country that is a party to a tax treaty with Korea; and (b) no payment received or to be received by each such Party under this Agreement is attributable to a trade or business carried on by it through a permanent establishment in Korea.19.

  • REPRESENTATIONS & WARRANTIES 5.1 The Service Provider Warrants that the technical quality and performance of the Services provided will be consistent with the mutually agreed standards.

Related to REPRESENTATIONS & WARRANTIES

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

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

  • 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.

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

  • 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;

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

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

  • Fundamental Representations has the meaning set forth in Section 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.

  • 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).

  • 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).

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

  • 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).

  • 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).

  • 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).

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

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

  • Fundamental Representation has the meaning set forth in Section 9.1.

  • 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).

  • representation agreement means the written agreement between a money transfer service provider and a representative of the money transfer service provider that states the terms on which the representative offers the money transfer service within Australia;

  • Additional Representation has the meaning specified in Section 3.

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

  • Repeating Representations means each of the representations set out in Clause 18.1 (Status), to Clause 18.22 (No Material Adverse Effect) other than Clause 18.3 (Binding Obligations), Clause 18.6 (Governing law and enforcement), Clause 18.7 (Deduction of Tax), Clause 18.8 (No filing or stamp taxes), paragraphs (a) and (b) of Clause 18.10 (No misleading information) and Clause 18.13 (No proceedings pending or threatened).

  • Express warranty means an express warranty as set forth in sections 4-2-313 and 4-2.5-210, C.R.S. An express warranty shall cover every part of a new facilitative device.

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