Seller Representations and Warranties definition

Seller Representations and Warranties means, collectively: (a) the General Representations and Warranties; (b) the Excluded Representations and Warranties; (c) the Fundamental Representations and Warranties; and (d) the Tax Representations and Warranties; and, each of them individually is a “Seller Representation and Warranty”.
Seller Representations and Warranties has the meaning set forth in Section 7.1.
Seller Representations and Warranties means the representations and warranties of the Sellers set forth in ARTICLE 8;

Examples of Seller Representations and Warranties in a sentence

  • Seller Representations and Warranties Relating to the Mortgage Loans.

  • Section 3.01 Seller Representations and Warranties Relating to the Mortgage Loans.

  • Section 3.01 Seller Representations and Warranties Relating to the Mortgage Loans................................................

  • Along with delivery of the said sale shares the Seller shall deliver to the Purchaser a Memorandum of delivery endorsing the transfer of the said sale shares by delivery and upon receipt of such Memorandum of Delivery, the Purchaser shall acknowledge and accept the same and (b)deliver to the Purchaser a written certificate that all the Seller Representations and Warranties remain true and accurate as of the Completion Date.

  • Section 3.01 Seller Representations and Warranties Relating to the Mortgage Loans Section 3.02.

  • Except as described in Recital B, to the knowledge of the Seller, there is no pending or threatened proceeding in eminent domain or otherwise, which would affect the Property, or any portions thereof, nor any facts which might give rise to such action or proceeding.(d) Seller Representations and Warranties Pertaining to Options.

  • The use of this term in STC 6 is highlighted in bold underlined font below:(b) Seller Representations and Warranties.

  • This Agreement and the transactions contemplated thereby will not violate the terms or provisions of any law, court order, or agreement to which Company is governed or bound;10.2 Seller Representations and Warranties.

  • REPRESENTATIONS, WARRANTIES, AND COVENANTS 9.02 Additional Seller Representations and Warranties.

  • Seller Representations and Warranties Relating to the Mortgage Loans 4 Section 3.03.


More Definitions of Seller Representations and Warranties

Seller Representations and Warranties means the representations and warranties set forth in Sections 3.02, 3.03, 3.04 and 3.05 of the Transfer and Sale Agreement.
Seller Representations and Warranties means, jointly, the Sellers’ Fundamental Representations and Warranties and the Operational Representations and Warranties.
Seller Representations and Warranties means the Seller Fundamental Warranties and the Seller Tax Warranties collectively.

Related to Seller 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.

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

  • 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.

  • 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).

  • 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).

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

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

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

  • 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.

  • 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.

  • 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).

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

  • 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.

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

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

  • 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.

  • 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).

  • 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.

  • 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).

  • 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).

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