Seller’s and Indemnitor’s Representations, Warranties and Covenants Sample Clauses

Seller’s and Indemnitor’s Representations, Warranties and Covenants. Seller and the Indemnitor hereby represent, warrant and covenant to Buyer as follows:
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Seller’s and Indemnitor’s Representations, Warranties and Covenants. In order to induce Buyer to enter into this Agreement and to purchase the Property, in addition to warranties, representations and covenants contained elsewhere in this Agreement and warranties of title, Sellers hereby represent and warrant to and covenant with Buyer as provided in this Section. To the extent any such representations, warranties or covenants is conditioned by the phrase “to Seller’s knowledge”, “knowledge” or similar qualifiers, the Sellers’ “knowledge” or Indemnitor’s “knowledge” shall mean facts actually known by Xxxxxx X. Xxxx, Xx., as President of PHD Hotels, Inc., as Manager of the Sellers, and shall in no event include any imputed knowledge or, except as otherwise expressly provided below, create any inference that Seller’s representative has or will make any independent investigation regarding the truth or accuracy of such representations, warranties or covenants. Each Seller (as to itself and its Property) and the Indemnitor hereby represent, warrant and covenant to Buyer as follows:
Sample 1

Related to Seller’s and Indemnitor’s Representations, Warranties and Covenants

  • Seller’s Representations, Warranties and Covenants Seller hereby represents, warrants and covenants to Buyer as follows:

  • Buyer’s Representations, Warranties and Covenants Buyer represents, warrants and covenants:

  • INVESTOR'S REPRESENTATIONS, WARRANTIES AND COVENANTS The Investor represents and warrants to the Company, and covenants, that:

  • Purchaser’s Representations, Warranties and Covenants In order to induce the Issuer to sell and issue the Securities to the Purchaser under one or more exemptions from registration under the Securities Act, the Purchasers, severally and not jointly, represent and warrant to the Issuer, and covenant with the Issuer, that:

  • Company Representations, Warranties and Covenants The Company hereby represents, warrants and agrees as follows:

  • THE COMPANY’S REPRESENTATIONS, WARRANTIES AND COVENANTS The Company hereby acknowledges, agrees with and represents, warrants and covenants to the Subscriber, as follows:

  • Executive’s Representations, Warranties and Covenants (a) Executive hereby represents and warrants to the Company that:

  • Seller/Servicer's Representations, Warranties and Covenants In addition to the representations, warranties and covenants made by the Seller/Servicer pursuant to subparagraph (a) of this paragraph 3, the Seller/Servicer makes the representations, warranties and covenants set forth in the Guides and, upon request, agrees to deliver to Residential Funding the certified Resolution of Board of Directors which authorizes the execution and delivery of this Contract.

  • Representations, Warranties and Covenants of Sellers Sellers hereby represent, warrant, and covenant to Buyer as follows:

  • Representations Warranties and Indemnification No Holder may participate in any registration pursuant to Section 2.1 unless such Holder (x) agrees to sell such Holder’s Registrable Securities on the basis provided in the underwriting arrangements (if any) with respect to such offering and (y) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements (if applicable) and other documents and delivers all opinions, each in customary form, reasonably required under the terms of any such underwriting arrangements; provided, however, that no such Holder shall be required to make any representations or warranties in connection with any such registration other than representations and warranties as to (i) such Holder’s ownership of his or its Registrable Securities to be sold or transferred free and clear of all encumbrances, (ii) such Holder’s power and authority to effect such transfer, and (iii) such matters pertaining to compliance with securities laws as may be reasonably requested; provided, further, however, that the obligation of such Holder to indemnify pursuant to any such underwriting arrangements shall be several, not joint and several, among any of the other parties to such underwriting arrangements, and the liability of each such Holder will be in proportion thereto, and provided, further, that under the terms of any such agreement such liability will be limited to the net amount received by such Holder from the sale of his or its Registrable Securities pursuant to such registration; and provided, further, that any such indemnification provided by a Holder selling Registrable Securities shall be limited under the terms of any such agreement to indemnification for information provided by such Holder relating to such Holder specifically for inclusion in the registration statement.

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