REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP Sample Clauses

REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP. The Partnership hereby represents and warrants to PBF Energy as follows:
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REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP. The Partnership hereby represents and warrants as follows:
Sample 1Sample 2Sample 3See All (10)
REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP. Section 5.1 Organization of the Partnership 23 Section 5.2 Authorization; Enforceability 23 Section 5.3 No Conflict 24 Section 5.4 Litigation 24 Section 5.5 Partnership Brokers’ Fees 24 Section 5.6 Capitalization; Issuance of Partnership Unit Consideration 24 Section 5.7 Financing 25 Section 5.8 Investment Representation 25 Section 5.9 Partnership SEC Documents 25 Section 5.10 Absence of Certain Changes 26 ARTICLE VI
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REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP. Except as set forth in the schedule dated the date of this Agreement from the Partnership to Purchaser (the “Partnership Disclosure Schedule”), each of the physician owners of the PSHS Seller and the Sellers, jointly and severally, hereby represent and warrant to Purchaser, as of the date of this Agreement and as of the Closing Date (or, to the extent that a representation or warranty expressly relates to an earlier date, as of such earlier date), as follows:
Sample 1
REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP. Section 5.1 Organization of the Partnership 20 Section 5.2 Authorization; Enforceability 20 Section 5.3 No Conflict 20 Section 5.4 Litigation 21 Section 5.5 Brokers’ Fees 21 Section 5.6 Financing 21 Section 5.7 Investment Representation 21 ARTICLE VI COVENANTS Section 6.1 Conduct of Business 22 Section 6.2 Access 23 Section 6.3 Third Party Approvals 23 Section 6.4 Restructuring 24 Section 6.5 Updating of Disclosure Schedules 24 Section 6.6 Books and Records 24 Section 6.7 Straddle Period Distribution 24 Section 6.8 Casualty Loss 25 ARTICLE VII TAX MATTERS Section 7.1 [Reserved] 25 Section 7.2 Assistance and Cooperation 25 Section 7.3 Tax Allocation and Indemnification 25 Section 7.4 Filing of Tax Returns; Payment of Taxes 26 Section 7.5 Transfer Taxes 26 Section 7.6 Scope 26
Sample 1

Related to REPRESENTATIONS AND WARRANTIES RELATING TO THE PARTNERSHIP

  • REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANY The Company represents and warrants to Purchaser as follows:

  • Representations and Warranties of Party B 5.1 Party B is the legal owner of the Equity Interest.

  • Representations and Warranties of Party A Party A hereby represents and warrants to Party B as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE PARTNERSHIP The Partnership represents and warrants to each Purchaser as follows:

  • Representations and Warranties of the Partnership Parties The Partnership Parties represent and warrant to the Underwriters that:

  • Representations and Warranties of the Undersigned The undersigned hereby represents and warrants to and covenants with the Company that:

  • REPRESENTATIONS AND WARRANTIES OF XXXXXX Xxxxxx hereby represents and warrants to the Company as follows:

  • Representations and Warranties by the Partners A. Each Partner that is an individual (including, without limitation, each Additional Limited Partner or Substituted Limited Partner as a condition to becoming an Additional Limited Partner or a Substituted Limited Partner) represents and warrants to, and covenants with, each other Partner that (i) the consummation of the transactions contemplated by this Agreement to be performed by such Partner will not result in a breach or violation of, or a default under, any material agreement by which such Partner or any of such Partner’s property is bound, or any statute, regulation, order or other law to which such Partner is subject, (ii) if five percent (5%) or more (by value) of the Partnership’s interests are or will be owned by such Partner within the meaning of Code Section 7704(d)(3), such Partner does not, and for so long as it is a Partner will not, own, directly or indirectly, (a) stock of any corporation that is a tenant of (I) the General Partner or any Disregarded Entity with respect to the General Partner, (II) the Partnership or (III) any partnership, venture or limited liability company of which the General Partner, any Disregarded Entity with respect to the General Partner, or the Partnership is a direct or indirect member or (b) an interest in the assets or net profits of any non-corporate tenant of (I) the General Partner or any Disregarded Entity with respect to the General Partner, (II) the Partnership or (III) any partnership, venture, or limited liability company of which the General Partner, any Disregarded Entity with respect to the General Partner, or the Partnership is a direct or indirect member, (iii) such Partner has the legal capacity to enter into this Agreement and perform such Partner’s obligations hereunder, and (iv) this Agreement is binding upon, and enforceable against, such Partner in accordance with its terms. Notwithstanding the foregoing, a Partner that is an individual shall not be subject to the ownership restrictions set forth in clause (ii) of the immediately preceding sentence to the extent such Partner obtains the written Consent of the General Partner prior to violating any such restrictions. Each Partner that is an individual shall also represent and warrant to the Partnership that such Partner is neither a “foreign person” within the meaning of Code Section 1445(f) nor a foreign partner within the meaning of Code Section 1446(e).

  • REPRESENTATIONS AND WARRANTIES OF XXXXX Xxxxx hereby represents and warrants to Amylin as of the Effective Date that:

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