Timing of Representations and Warranties Clause Examples
The "Timing of Representations and Warranties" clause defines when the statements of fact and assurances made by each party in a contract must be true and accurate. Typically, this clause specifies whether representations and warranties are made as of the signing date, the closing date, or both, and may require parties to reaffirm their accuracy at multiple stages of the transaction. Its core function is to ensure that the parties' commitments remain valid and reliable throughout the relevant periods, thereby reducing the risk of misrepresentation and protecting both sides from unexpected changes in circumstances.
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Timing of Representations and Warranties. The representations, warranties and agreements of the Buyer set forth in this Agreement and the Purchase Documents are made as of the Signing Date and shall be true, correct, complete and accurate on and as of the Closing Date (except to the extent such representations or warranties are expressly made as of another date, in which case as of such other date as if made on such other date).
Timing of Representations and Warranties. Each representation and warranty made or given under clauses 11.1 or 11.3 is given at the date of this deed and repeated continuously thereafter until the earlier of:
(a) the close of the Offer Period; and
(b) 8.00am on the Second Court Date, unless that representation or warranty is expressed to be given at a particular time, in which case it is given at that time. 12 Releases
Timing of Representations and Warranties. The representations and warranties in Sections 6.1 - 6.4 shall be deemed to be given upon the execution of this Agreement and shall be repeated upon the Closing Date.
Timing of Representations and Warranties. Each of the representations and warranties in clauses 10.1 and 10.4 is given:
(a) as at the date of this agreement and as at 8:00 am on the Second Court Date; or
(b) if the representation or warranty is expressly stated to be given at a different time, at the time the representation or warranty is expressed to be given.
Timing of Representations and Warranties. The representations and warranties set forth in this Article III shall be deemed to be given upon the execution of this Agreement as well as at the Closing (unless specifically stated otherwise).
Timing of Representations and Warranties. The representations and warranties in Sections 5.1 through 5.5 and Section 5.18 shall be deemed to be given upon the execution of this Agreement as well as at the Closing, and, without limiting the effect of Section 8.2, all other representations and warranties shall be deemed to be given as of the date of this Agreement only.
Timing of Representations and Warranties. The representations, warranties and covenants made by the parties in this Article II shall be deemed given as of the date hereof and as of the date of each assignment under Article IV.
Timing of Representations and Warranties. Each of the representations and warranties contained in this Section 7 is true and correct upon the execution of this Agreement and upon delivery of any Mortgage Loan to Purchaser for purchase.
Timing of Representations and Warranties. Notwithstanding anything to the contrary in this Section 4, the representations and warranties made by each Grantor pursuant to this Section 4 shall be deemed to be made on the date such Grantor becomes a party to this Agreement; provided that, during the Clean-up Period, each Grantor shall be entitled to amend or supplement any schedule to this Agreement in order to make the representations and warranties contained herein true and correct in all material respects. If a matter or circumstance exists which would constitute a breach of the representations and warranties or a breach of the covenants contained in this Agreement or any other Loan Document or a potential or actual Default, such matter or circumstance will not constitute a Default if such matter or circumstance arises solely from the failure of any Grantor to provide any information, or the inaccuracy of any information contained in any schedule to this Agreement, in each case prior to the end of the Clean-up Period.
Timing of Representations and Warranties. Each representation and warranty made or given under clauses 9.1 or 9.2 is given at the date of this deed, at the date the Scheme Booklet is despatched to QMS Shareholders and as at 8.00am on the Second Court Date unless that representation or warranty is expressed to be given only at a particular time, in which case it is given only at that time.