Absence of Fraud and Misleading Statements Sample Clauses

Absence of Fraud and Misleading Statements. No representation, warranty, or statement of Buyer in this Agreement or in any document, certificate, or schedule furnished or to be furnished to Seller pursuant thereto contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements or facts not misleading. All representations, warranties, or statements of Buyer are based upon current, accurate, and complete information as of the time of their making and there has been no subsequent material change in the information.
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Absence of Fraud and Misleading Statements. To the best of Seller's actual knowledge, no representation, warranty or statement of Seller in this Agreement or any exhibit, certificate, schedule or document furnished or to be furnished to Buyer pursuant hereto or in connection with the transactions contemplated contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements or fact contained herein or therein false or misleading. To the best of Seller's actual knowledge, all such representations, warranties or statements of Seller are based upon current, accurate and complete information as of the time of their making, and unless Seller notifies Buyer in writing, there will be no adverse material change on such information at the time of Closing.
Sample 1
Absence of Fraud and Misleading Statements. To the best of actual Buyer's knowledge, no representation, warranty or statement of Buyer in this Agreement or any exhibit, or schedule furnished or to be furnished to Seller pursuant hereto or in connection with the transactions contemplated contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements or facts contained therein false or misleading. To the best of Buyer's actual knowledge all such representations, warranties or statements of Buyer are based upon current, accurate and complete information as of the time of their making and there has been no adverse material change in such information at the time of Closing.
Sample 1
Absence of Fraud and Misleading Statements. To the knowledge of Pantry, no representation, warranty, or statement of Pantry in this Agreement or, to the actual knowledge of Pantry, in any document, certificate, or schedule furnished to RI by or on behalf of Pantry pursuant to this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements of facts therein not misleading. To the actual knowledge of Pantry, as of the execution of this Agreement and as of the Closing, no representation, warranty or statement of Sellers in the Ahold Agreement or in any document, certificate or schedule furnished in connection with the Ahold Agreement, contains any material misstatements of facts, errors, inaccuracies or omissions. Pantry acknowledges and agrees that to the extent any of the representations, warranties or statements of Sellers in the Ahold Agreement or in any document, certificate or schedule furnished in connection with the Ahold Agreement are untrue, erroneous, inaccurate or misleading, Pantry, and not RI, shall be responsible for effects of same.
Sample 1
Absence of Fraud and Misleading Statements. To the knowledge of RI, no representation, warranty, or statement of RI in this Agreement or in any document, certificate, or schedule furnished or to be furnished to Pantry pursuant thereto contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements or facts not misleading.
Sample 1
Absence of Fraud and Misleading Statements. No representation, warranty, or statement of Seller in this Agreement or, in any document, certificate, or schedule furnished to Buyer by Seller pursuant to this Agreement contains any material untrue statement of a material fact or omits in any material respects to state a material fact necessary to make the statements of facts therein not misleading. [***] Redacted in accordance with applicable practice with the Autorité des marchés financiers (Québec Securities Commission)
Sample 1
Absence of Fraud and Misleading Statements. No representation, warranty, or statement of Buyer in this Agreement or in any document, certificate, or schedule furnished or to be furnished to Seller pursuant thereto contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements or facts not misleading. All representations, warranties, or statements of Buyer are based upon current, accurate, and complete information as of the time of their making and there has been no subsequent material change in the information. [***] Redacted in accordance with applicable practice with the Autorité des marchés financiers (Québec Securities Commission)
Sample 1
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Related to Absence of Fraud and Misleading Statements

  • No Misleading Statements The representations and warranties of WCI contained in this Agreement, the Exhibits and Schedules hereto and all other documents and information furnished to the Shareholders pursuant hereto are materially complete and accurate, and do not include any untrue statement of a material fact or omit to state any material fact necessary to make the statements made and to be made not misleading as of the Closing Date.

  • Absence of Financing Statements, etc Except with respect to Permitted Liens, there is no financing statement, security agreement, chattel mortgage, real estate mortgage or other document filed or recorded with any filing records, registry or other public office, that purports to cover, affect or give notice of any present or possible future Lien on any assets or property of the Borrower or any of its Subsidiaries or any rights relating thereto.

  • Absence of UCC Financing Statements, Etc Except with respect to the Mortgage Loan Documents and the Loan Documents, there is no financing statement, security agreement, chattel mortgage, real estate mortgage or other document filed or recorded with any filing records, registry, or other public office, that purports to cover, affect or give notice of any present or possible future lien on, or security interest or security title in the interest in the Premises or any of the Collateral.

  • Authorization of Financing Statements Each Grantor authorizes the Administrative Agent and its Affiliates, counsel and other representatives, at any time and from time to time, to file or record financing statements, amendments to financing statements, and other filing or recording documents or instruments with respect to the Collateral in such form and in such offices as the Administrative Agent reasonably determines appropriate to perfect the security interests of the Administrative Agent under this Agreement, and such financing statements and amendments may described the Collateral covered thereby as “all assets of the debtor”, “all personal property of the debtor” or words of similar effect. Each Grantor hereby also authorizes the Administrative Agent and its Affiliates, counsel and other representatives, at any time and from time to time, to file continuation statements with respect to previously filed financing statements. A photographic or other reproduction of this Agreement shall be sufficient as a financing statement or other filing or recording document or instrument for filing or recording in any jurisdiction.

  • False Statements Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter.

  • Truth of Statements Borrower shall not furnish to Lender any certificate or other document that contains any untrue statement of a material fact or that omits to state a material fact necessary to make it not misleading in light of the circumstances under which it was furnished.

  • Execution of Financing Statements Pursuant to Section 9-402 of the New York UCC and any other applicable law, each Grantor authorizes the Collateral Agent to file or record financing statements and other filing or recording documents or instruments with respect to the Collateral without the signature of such Grantor in such form and in such offices as the Collateral Agent reasonably determines appropriate to perfect the security interests of the Collateral Agent under this Agreement. A photographic or other reproduction of this Agreement shall be sufficient as a financing statement or other filing or recording document or instrument for filing or recording in any jurisdiction.

  • Filing of Financing Statements, Notices, etc Such Obligor shall execute and deliver to the Administrative Agent such agreements, assignments or instruments (including affidavits, notices, reaffirmations and amendments and restatements of existing documents, as the Administrative Agent may reasonably request) and do all such other things as the Administrative Agent may reasonably deem necessary or appropriate (i) to assure to the Administrative Agent its security interests hereunder, including (A) such instruments as the Administrative Agent may from time to time reasonably request in order to perfect and maintain the security interests granted hereunder in accordance with the UCC, (B) with regard to Copyrights, a Notice of Grant of Security Interest in Copyrights in the form of Exhibit 4(b)(i) hereto, (C) with regard to Patents, a Notice of Grant of Security Interest in Patents for filing with the United States Patent and Trademark Office in the form of Exhibit 4(b)(ii) hereto and (D) with regard to Trademarks, a Notice of Grant of Security Interest in Trademarks for filing with the United States Patent and Trademark Office in the form of Exhibit 4(b)(iii) hereto, (ii) to consummate the transactions contemplated hereby and (iii) to otherwise protect and assure the Administrative Agent of its rights and interests hereunder. Furthermore, such Obligor also hereby irrevocably makes, constitutes and appoints the Administrative Agent, its nominee or any other person whom the Administrative Agent may designate, as such Obligor’s attorney in fact with full power and for the limited purpose to prepare and file (and, to the extent applicable, sign) in the name of such Obligor any financing statements, or amendments and supplements to financing statements, renewal financing statements, notices or any similar documents which in the Administrative Agent’s reasonable discretion would be necessary or appropriate in order to perfect and maintain perfection of the security interests granted hereunder, such power, being coupled with an interest, being and remaining irrevocable until such time as the Secured Obligations arising under the Loan Documents have been paid in full and the Commitments have expired or been terminated. Such Obligor hereby agrees that a carbon, photographic or other reproduction of this Agreement or any such financing statement is sufficient for filing as a financing statement by the Administrative Agent without notice thereof to such Obligor wherever the Administrative Agent may in its sole discretion desire to file the same.

  • STATEMENT OF FACTS 2.1 Lessor and Lessee entered into a Lease dated ____________, 2000 (hereinafter "Lease") setting forth the terms of occupancy by Lessee of approximately ________ rentable square feet on the _____ (___) floor (hereinafter "Premises") at _____________________________ (hereinafter "Building"); and

  • Filing of Financing Statements The Depositor will file financing and continuation statements, and amendments to the statements, in the jurisdictions and with the filing offices necessary to perfect the Issuer’s interest in the Sold Property. The Depositor will promptly deliver to the Issuer and the Indenture Trustee file-stamped copies of, or filing receipts for, any financing statement, continuation statement and amendment to a previously filed financing statement.

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