Guarantor Warranties definition

Guarantor Warranties means the representations and warranties of Guarantor set out in Schedule 4. Implementation Date means the fifth Business Day after the Record Date or such other day as Bidder and APD agree in writing. Independent Expert means the independent expert to be appointed by APD to prepare the Independent Expert’s Report in accordance with clause 4.1(a).
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Guarantor Warranties means the representations and warranties given by the Guarantor and set out in Schedule 1 (Representations and Warranties) of this Agreement.
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Guarantor Warranties means the warranties set out in Schedule 19 (Guarantor Warranties).
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Examples of Guarantor Warranties in a sentence

  • Guarantor represents and warrants to APD each of the Guarantor Warranties.

  • Guarantor agrees to indemnify APD against any claim, action, damage, loss, liability, cost, expense or payment of whatever nature and however arising that APD or any of the other APD Indemnified Parties suffers, incurs or is liable for arising out of any breach of any of the Guarantor Warranties.

  • The Vendors and the Vendor Guarantors acknowledge that the Purchasers have been induced to enter into this Agreement by the Warranties and the Vendor Guarantor Warranties and has fully relied upon the truth and accuracy of the Warranties and the Vendor Guarantor Warranties.

  • On the date of this Deed, the First Court Date, the date of the Scheme Meeting and on the Second Court Date, Bidder does not require any Authorisation in any jurisdiction to give effect to the Scheme other than: 4.1 Authorisations from ASIC, ASX and the Court; and‌ 4.2 the Authorisations contemplated by the Conditions in clauses 3.1.1 and 3.1.3.Schedule 3 Bidder Guarantor Warranties 1.

  • Xxxxxxxxx agrees to indemnify APD against any claim, action, damage, loss, liability, cost, expense or payment of whatever nature and however arising that APD or any of the other APD Indemnified Parties suffers, incurs or is liable for arising out of any breach of any of the Guarantor Warranties.

  • On the date of this Deed, the First Court Date, the date of the Scheme Meeting and on the Second Court Date, Bidder does not require any Authorisation in any jurisdiction to give effect to the Scheme other than: 4.1 Authorisations from ASIC, ASX and the Court; and 4.2 the Authorisations contemplated by the Conditions in clause 4.1.2.Schedule 3 Bidder Guarantor Warranties 1.

  • Bidder Guarantor indemnifies Mainstream and its Representatives against any claims, actions, proceedings, liabilities, obligations, damages, loss, harm, charges, costs, expenses, duties and other outgoings of whatever nature and however arising, which may be suffered or incurred by reason of any breach of any of the Bidder Guarantor Warranties.

  • At any time prior to the Completion Date, where the Purchaser is in breach of any of the Purchaser Warranties and/or the Guarantor is in breach of any of the Guarantor Warranties (as defined in the Deed) (as the case may be): (a) where such breach is capable of remedy, the Purchaser and/or the Guarantor (as the case may be) shall have up to thirty (30) business days (or such other later date as the parties may agree) to remedy the breach to the satisfaction of the Vendor.

  • Any provision of this Agreement and any other documents referred to in it which is capable of being performed after but which has not been performed at or before Completion and all Sellers’ Warranties, AMS04 SPV Warranties, Purchasers’ Warranties, Sellers’ Guarantor Warranties and Purchasers’ Guarantor Warranties and covenants and other undertakings contained in or entered into pursuant to this Agreement shall remain in full force and effect notwithstanding Completion.

  • The Seller’s Guarantor warrants to the Buyer in the terms of the Seller’s Guarantor Warranties as at the date of this Agreement.


More Definitions of Guarantor Warranties

Guarantor Warranties means the warranties contained in Part B of Schedule 10;
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Related to Guarantor Warranties

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • Representations and Warranties The energy service under this Agreement will meet the applicable LDU’s standards and may be supplied from a variety of sources. Tomorrow Energy makes no representations or warranties other than those expressly set forth in this Agreement, and Tomorrow Energy expressly disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

  • Seller Warranties means the warranties given by the Seller in Schedule 3;

  • Seller’s Warranties means the warranties given by the Seller pursuant to Clause 9 and Schedule 9, and “Seller’s Warranty” means any one of them;

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.3.

  • Purchaser’s Warranties means the warranties and representations given by the Purchasers pursuant to Clause 5.2 and Schedule 2 and “Purchasers’ Warranty” means any one of them;

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Tax Warranties means the warranties set out in part 3 of schedule 8 (Tax)

  • Warranty means a warranty made solely by the manufacturer,

  • Seller Obligations means all present and future indebtedness, reimbursement obligations, and other liabilities and obligations (howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, or due or to become due) of the Seller to any Purchaser Party, Seller Indemnified Party and/or any Affected Person, arising under or in connection with this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby, and shall include, without limitation, all obligations of the Seller in respect of the Seller Guaranty and the payment of all Capital, Yield, Fees and other amounts due or to become due under the Transaction Documents (whether in respect of fees, costs, expenses, indemnifications or otherwise), including, without limitation, interest, fees and other obligations that accrue after the commencement of any Insolvency Proceeding with respect to the Seller (in each case whether or not allowed as a claim in such proceeding).

  • Guarantor Obligations with respect to any Guarantor, all obligations and liabilities of such Guarantor which may arise under or in connection with this Agreement (including, without limitation, Section 2) or any other Loan Document to which such Guarantor is a party, in each case whether on account of guarantee obligations, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Administrative Agent or to the Lenders that are required to be paid by such Guarantor pursuant to the terms of this Agreement or any other Loan Document).

  • Guarantor Documents means this Guaranty and all other certificates, documents, agreements and instruments delivered to any Guaranteed Party under or in connection with this Guaranty and the Loan Documents.

  • Fundamental Warranties means the representations and warranties of Group Companies set forth in Sections 4.1 (Organization, Standing and Qualification), 4.2 (Capitalization and Other Particulars of the Group Companies), 4.3 (Due Authorization), 4.4 (Valid Issuance of Purchased Shares), 4.5 (No Conflicts), 4.6 (Compliance with Law; Licenses), 4.8 (Financial Statements) and 4.19 (Taxes).

  • Guaranties means, collectively, each Subsidiary Guaranty and any other guaranty executed by any Guarantor in favor of Agent and Lenders in respect of the Obligations.

  • Warranty Rights means the Warranty Rights as described in Schedule I to the Participation Agreement.

  • Parent Fundamental Representations means the representations and warranties of Parent set forth in Section 5.1 (Corporate Existence and Power), Section 5.3 (Corporate Authorization), Section 5.6 (Finders’ Fees), Section 5.7 (Issuance of Shares), and Section 5.8 (Capitalization).

  • Guarantor Payment as defined in Section 5.11.3.

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Supporting Documents means all documents and information reasonably requested by the Bank in connection with the opening and operation of any Account, the execution of any Transaction and the provision of any Related Service, including:

  • Buyer Fundamental Representations has the meaning set forth in Section 8.01.

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Good Standing); Section 3.2 (Corporate Power; Enforceability); Section 3.3(a) (Company Board Approval); Section 3.3(b) (Anti-Takeover Laws); Section 3.4 (Requisite Stockholder Approvals); Section 3.5(a) (Non-Contravention); Section 3.7 (Company Capitalization); and Section 3.25 (Brokers).

  • Purchaser Fundamental Representations means the representations and warranties set forth in Section 4.1 (Organization; Good Standing); Section 4.2 (Corporate Power; Enforceability); Section 4.3(a) (Non-Contravention) and Section 4.8 (Brokers).

  • Covenants means the covenants set forth in Section 4 of this Agreement. To acknowledge your agreement to and acceptance of the terms and conditions of this Agreement, please sign below in the space provided within five (5) days of the date of this Agreement and return a singed copy to my attention. If the Agreement is not signed and returned within (5) days, the terms and conditions of this Agreement will be deemed withdrawn. Sincerely, MEDQUIST INC. By: /s/ Xxxx Xxxxxxx Xxxx Xxxxxxx, President Accepted and Agreed: /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx

  • Subsidiary Guaranties means the Domestic Subsidiary Guaranty and each Foreign Subsidiary Guaranty.

  • Fundamental Representations has the meaning set forth in Section 8.1.