Fundamental Representations definition

Fundamental Representations has the meaning set forth in Section 8.1.

Fundamental Representations has the meaning set forth in Section 7.4(a).

Fundamental Representations means the representations and warranties set forth in Sections 3.1 (Organization), Section 3.2 (Authorization), Section 3.3 (Capitalization and Subsidiaries), Section 3.4.5 (No Violations of Organizational Documents), Section 3.21 (No Brokers), Section 4.1 (Organization), Section 4.2 (Authorization), Section 4.3 (Titles to Share) and Section 4.6 (No Brokers).

Examples of Fundamental Representations in a sentence

• Each of the Fundamental Representations of the Company and the Seller Members contained in ARTICLE III or ARTICLE IV shall be true and correct as of the Closing as if made as of the Closing (except with respect to Fundamental Representations which speak to an earlier date, in which case, as of such earlier date), except for any de minimis inaccuracies.

• Each of the Fundamental Representations of Purchaser contained in ARTICLE V shall be true and correct in all material respects as of the Closing as if made as of the Closing (except with respect to the Fundamental Representations which speak to an earlier date, in which case, as of such earlier date), except for any de minimis inaccuracies.

• The representations and warranties contained in this Agreement shall survive the Closing solely for purposes of Section 8.1 and shall terminate on the date that is [***] years following the Closing Date; provided, however, that the Fundamental Representations shall survive until [***] days following the expiration of all applicable statutes of limitations (giving effect to any waiver, mitigation or extension thereof).

More Definitions of Fundamental Representations

Fundamental Representations has the meaning set forth in Section 10.1(a).

Fundamental Representations means the Buyer Fundamental Representations and Seller Fundamental Representations.

Fundamental Representations means the representations and warranties set forth in Section 4.1 (Organization and Qualification; Subsidiaries); Section 4.2 (Authority; Approval Required); Section 4.3(a) (No Conflict; Required Filings and Consents); Section 4.4(a) (Capital Structure); Section 4.13(b)(i)) (Taxes); Section 5.1 (Organization and Qualification; Subsidiaries); Section 5.2 (Authority; Approval Required); Section 5.3(a) (No Conflict; Required Filings and Consents);Section 5.4(a) (Capital Structure) and Section 5.13(b)(i) (Taxes).

Fundamental Representations shall have the meaning set forth in Section 11.1(a).

Fundamental Representations means the representations and warranties contained in Sections 3.1, 3.2, 3.5, 4.1, 4.2, 5.1, 5.2 and 5.5.

Fundamental Representations means the representations and warranties of the Company set forth in Section 3.1 (Organization, Qualification and Standing), Section 3.2 (Authority; Enforceability), Section 3.3 (Consents; Required Approvals), Section 3.4 (Non-Contravention), ‎Section 3.5(a) (Capitalization), and ‎Section 3.26 (Brokers and Other Advisors).

Fundamental Representations means, collectively, the Company Fundamental Representations and the Seller Fundamental Representations.