Transaction Representations definition

Transaction Representations means the representations made by Vodafone in the Transaction Agreement that are material to the interests of the Lenders (but only to the extent that the Borrower has the right not to consummate the Share Acquisition under, or terminate, the Transaction Agreement as a result of a failure of any such representation in the Transaction Agreement to be true and correct).

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Transaction Representations means the representations and warranties set forth in Exhibit C which are deemed to be made by Seller to Purchaser in accordance with Section 3(c) hereof.42

Transaction Representations means the representations and warranties set forth in Exhibit C which are deemed to be made by Seller to Purchaser in accordance with Section 3(c) hereof.4254 “Transfer of Control” means, with respect to an eNote, a MERS eRegistry transfer transaction used to request a change to the current Controller of such eNote. “Transfer of Control and Location” means, with respect to an eNote, a MERS eRegistry transfer transaction used to request a change to the current Controller and Location of such eNote. “Transferable Record” means an Electronic Record under E-Sign and UETA that (i) would be a note under the Uniform Commercial Code if the Electronic Record were in writing, (ii) the issuer of the Electronic Record has expressly agreed is a “transferable record”, and (iii) for purposes of E-SIGN, relates to a loan secured by real property. “UETA” means the Official Text of the Uniform Electronic Transactions Act as approved by the National Conference of Commissioners on Uniform State Laws at its Annual Conference on July 29, 1999. “Unadjusted Benchmark Replacement” means the Benchmark Replacement excluding the Benchmark Replacement Adjustment. “Unauthorized Servicing Agent Modification” shall have the meaning set forth in the Custodial and Disbursement Agreement. based on SOFR that has been selected or recommended by the Relevant Governmental Body.rate approved by Purchaser in its sole discretion).52 “Trade Assignment” means an assignment to Purchaser of a forward trade between the Takeout Investor and Seller with respect to one or more Purchased Mortgage Loans, together with the related trade confirmation from the Takeout Investor to Seller that has been delivered (which may be delivered electronically), is enforceable and is in full force and effect and confirms the details of such forward trade.4153 “Transaction” has the meaning assigned thereto in Section 1 hereof. “Transaction Fee” has the meaning assigned thereto in the Pricing Side Letter. 52 The definition of “Term SOFR Administrator” was added by Amendment No. 2, dated as of April 28, 2022. 4153 The definition of “Trade Assignment” was amended by Amendment No. 1, dated as of September 24, 2021. 4254 The definition of “Transaction Representations” was added by Amendment No. 1, dated as of September 24, 2021.

Examples of Transaction Representations in a sentence

The Specified Representations and the Merger Transaction Representations shall be true and correct in all material respects on and as of the Closing Date (although any Specified Representation or Merger Transaction Representation which expressly relates to a given date or period shall be required only to be true and correct in all material respects as of the respective date or for the respective period, as the case may be).
The representations and warranties of the Sellers contained in section 3B (other than the Transaction Representations and Warranties, the Tax Representations and Warranties, the Employee Benefit Plan Representations and Warranties, the Environmental Representations and Warranties and the Products Liability Representations and Warranties) shall survive the Closing and continue in full force and effect until the two year anniversary of the Closing Date.
There shall be no limit on the amount of any Losses for which the Company or IMP is entitled to indemnification for the breach of any Transaction Representations and Warranties.
The Shareholders shall not be liable for any indemnity pursuant to this Section 10.1(a) (other than claims with respect to the Shareholder Transaction Representations and claims arising from Section 7.1, which shall not be subject to this limitation) until the aggregate of all Losses incurred by Buyer exceed $500,000, and then the Shareholders shall be liable for all such Losses beginning with the first dollar of such Loss.
The aggregate liability of the Seller for breaches of representations and warranties under Section 10.2(a)(i) (other than the Seller Transaction Representations, for which the limitations of this Section 10.3 shall not apply) shall not exceed $340,000,000.
The provisions for indemnity with regard to a claimed breach of the Transaction Representations shall be effective only when, and only for the amount by which, Losses for which the Seller Parties or Buyer Parties, respectively, are liable exceed $500,000.
The remaining representations and warranties of the Sellers contained in ss.3B (other than the Transaction Representations and Warranties, the Tax Representations and Warranties, the Employee Benefit Plan Representations and Warranties, the Environmental Representations and Warranties and the Products Liability Representations and Warranties) shall survive the Closing and continue in full force and effect until the two year anniversary of the Closing Date.
The representations and warranties of the Shareholder contained ss.5A, of the Seller contained in ss.ss.5B(a), (b), (c), and (d) (the "Seller Transaction Representations and Warranties"), and of the Purchaser contained in ss.4 shall survive the Closing and continue in full force and effect for a period of two (2) years.
Except for the Seller Transaction Representations and Warranties and the representations and warranties of the Seller contained in Sections 5B(j), (k), (L), (r), (s), and (v), the Seller's representations and warranties contained in Section 5B shall survive the Closing and continue in full force and effect until two (2) years after the Closing Date.
The Purchaser represents and warrants to the Seller as of the Effective Date and as of the Closing Date as follows, which representations and warranties will survive the Closing: Transaction Representations.

More Definitions of Transaction Representations

Transaction Representations shall survive the Closing Date without time limitation;

Transaction Representations shall have the meaning set forth in Section 9.1.