Only Representations and Warranties Sample Clauses

Only Representations and Warranties. Except for the representations and warranties set forth in Section 4, Seller does not make any other representation and warranty, express or implied, relating to Seller or the Company.
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Only Representations and Warranties. The only representations and warranties of the Company are contained in this Article 4. No due diligence materials or other information or documents (such as the Confidential Information Memorandum or other materials distributed by Xxxxx & Company LLC, anything reviewed in any data room, or otherwise) shall be deemed to constitute express or implied representations or warranties.
Sample 1
Only Representations and Warranties. 6.02(h) Negative Covenants (Material Contracts) 6.02(f) Negative Covenants (Promotions and Increases in Compensation) 6.03 New Product Release Schedule 8.01(f) Conditions to the Merger (Material Consents of the Company) The Company agrees to furnish supplementally to the Commission a copy of any omitted schedule or exhibit to the Merger Agreement upon request by the Commission. SCHEDULE I PAYMENTS TO BE MADE TO COMPANY INTERESTHOLDERS AT CLOSING
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Only Representations and Warranties. The only representations and warranties of the Company and the Principal Shareholders are contained in this ARTICLE III, and, with respect to the Principal Shareholders only, ARTICLE V. No due diligence materials or other information or documents shall be deemed to constitute express or implied representations or warranties.
Sample 1
Only Representations and Warranties. The representations and warranties set forth in Sections 3.01 to 3.34 are the only representations or warranties of any kind given by or on behalf of the Sellers to the Purchaser and all other representations and warranties expressed or implied by law, trade, custom, usage or otherwise are hereby expressly excluded by the Sellers.
Sample 1
Only Representations and Warranties. The only representations and warranties of Seller are contained in this Article 3. No due diligence materials or other information or documents (including the Confidential Descriptive Memorandum or other materials distributed by First Annapolis Capital, Inc. or First Annapolis Securities, Inc., anything reviewed on any data disc, in any electronic or physical data room or otherwise) shall be deemed to constitute express or implied representations or warranties.
Sample 1

Related to Only Representations and Warranties

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

  • Your Representations and Warranties You represent and warrant to the Company that:

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Other Representations and Warranties CMSI represents and warrants to the Underwriter that:

  • Issuer Representations and Warranties The Issuer represents and warrants that:

  • Buyer Representations and Warranties The Buyer represents and warrants to the Company and Seller that:

  • Ongoing Representations and Warranties If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, it will provide prompt written notification to the Sub-Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

  • Purchaser Representations and Warranties Purchaser represents and warrants to Seller that as of the date hereof:

  • DEBTOR'S REPRESENTATIONS AND WARRANTIES Debtor represents and warrants to Secured Party:

  • Certain Representations and Warranties Each of the parties hereto represents and warrants to the other that, as of the date hereof; this Agreement has been duly and validly authorized by all necessary action (corporate, limited liability company or otherwise) on the part of such party, has been duly executed and delivered by such party and constitutes the valid and legally binding obligation of such party, enforceable against such party in accordance with its terms and conditions.

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