Certain Warranties specific Sample Clauses

Certain Warranties specific. The only Warranties given: 4.4.1 in respect of Intellectual Property are those set out in Schedule 3, Paragraph 9 (Intellectual Property) and the other Warranties shall be deemed not to be given in relation to Intellectual Property; 4.4.2 in respect of employment and related matters are those set out in Schedule 3, Paragraph 12 (Remuneration and Employees) and the other Warranties shall be deemed not to be given in relation to employment and related matters; 4.4.3 in respect of the Properties are those set out in Schedule 3, Paragraph 11 (Property) and the other Warranties shall be deemed not to be given in relation to the Properties; and 4.4.4 in respect of Taxation are those set out in Schedule 4, Part 3 (Tax Warranties) and the other Warranties shall be deemed not to be given in relation to Taxation.
Sample 1Sample 2
AutoNDA by SimpleDocs
Certain Warranties specific. Subject to Clause 16.8, the scope of certain categories of Warranties shall be limited as follows: (a) the only Warranties given in respect of employment matters (save for matters relating to pensions) are those set out in Paragraph 9 (Employees) of Part 1 (General Warranties (Business and the Companies)) of Schedule 6 (Warranties) and all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with employment; (b) the only Warranties given in respect of Intellectual Property (including licences of Intellectual Property) are those set out in Paragraph 11 (Intellectual Property and Information Technology) of Part 1 (General Warranties (Business and the Companies)) of Schedule 6 (Warranties) and all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with Intellectual Property or licences of Intellectual Property; (c) the only Warranties given in respect of pension matters are those set out in Paragraph 13 (Pensions) of Part 1 (General Warranties (Business and the Companies)) of Schedule 6 (Warranties) and all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with pensions; (d) the only Warranties given in respect of the Environment, Environmental Laws and/or Environmental Permits are those set out in Paragraph 15 (Environment) of Part 1 (General Warranties (Business and the Companies)) of Schedule 6 (Warranties) and all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with the Environment, Environmental Laws and/or Environmental Permits; (e) the only Warranties given in relation to the U.S. Business and the Canadian Business in respect of Taxation are the Business Tax Warranties and, save as provided in sub-clause (f) below, and subject to sub-clause (f) below all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with Taxation; Back to Contents (f) the only Warranties given in relation to the Companies in respect of Taxation are the Company Tax Warranties, and subject to sub-clause (e) above, all other Warranties shall be deemed not to apply to, or be given in relation to, matters dealing with Taxation; and (g) the only Warranties given in respect of property matters are those set out in Paragraph 16 (The Properties) of Part 1 (General Warranties (Business and the Companies)) of Schedule 6 (Warranties) and all other Warranties shall be deemed not t...
Sample 1
Certain Warranties specific. The only Warranties given in respect of Tax are those set out in paragraph 18 of Schedule 3 (Warranties) and the other Warranties shall be deemed not to be given in relation to Tax.
Sample 1
Certain Warranties specific. The only Warranties given: 6.4.1 in respect of Intellectual Property, Information Technology and licences and agreements in respect of Intellectual Property and Information Technology are those set out in schedule 2, paragraphs 2, 10 and 14 and the other Warranties shall be deemed not to be given in relation to Intellectual Property, Information Technology and licences and agreements in respect of Intellectual Property; 6.4.2 in respect of employment matters including pensions and other benefits are those set out in schedule 2, paragraphs 2, 12 and 14 and the other Warranties shall be deemed not to be given in relation to employment matters including pensions and other benefits; 6.4.3 in respect of the Properties, are those set out in schedule 2, paragraphs 2, 7 and 14 and the other Warranties shall be deemed not to be given in relation to the Properties; and 6.4.4 in respect of Taxation are those set out in schedule 2, paragraphs 2, 14 and 15 and the other Warranties shall be deemed not to be given in relation to Taxation; and 6.4.5 in respect of the Environment and human health and safety are those set out in schedule 2, paragraphs 2, 7.5, 7.6 and 14 and the other Warranties shall be deemed not to be given in relation to the Environment and human health and safety.
Sample 1
Certain Warranties specific. The only Warranties given: (a) in respect of Intellectual Property and licences of Intellectual Property are those set out in Schedule 6, Part 2, Paragraph 12 (Intellectual Property) and the other Warranties shall be deemed not to be given in relation to Intellectual Property and licences of it; (b) in respect of employment matters (including pensions and other benefits) are those set out in Schedule 6, Part 2, Paragraph 18 (Employees and pensions) and the other Warranties shall be deemed not to be given in relation to such employment matters; (c) in respect of the Properties are those set out in Schedule 6, Part 2, Paragraph 19 (Real Property Information) and the other Warranties shall be deemed not to be given in relation to the Properties; and (d) in respect of Tax are those set out in Schedule 6, Part 2, Paragraph 5(b), Paragraph 18 and Paragraph 20 (Taxation matters) and the other Warranties shall be deemed not to be given in relation to Tax.
Sample 1
Certain Warranties specific. The only Warranties given: (a) in respect of Intellectual Property and licences of Intellectual Property are those set out in Schedule 4, Paragraph 11 (Warranties) and the other Warranties shall be deemed not to be given in relation to Intellectual Property and licences of Intellectual Property; (b) in respect of employment matters including pensions and other benefits are those set out in Schedule 4, Paragraph 17 (Warranties) and the other Warranties shall be deemed not to be given in relation to employment matters including pensions and other benefits (subject to Clause 9.4(e) below); (c) in respect of the Properties subject to sub paragraph (e), are those set out in Schedule 4, Paragraph 18 (Warranties) and the other Warranties shall be deemed not to be given in relation to the Properties; (d) in respect of Tax are the Tax Warranties and the other Warranties shall be deemed not to be given in relation to Tax; and (e) in respect of the Environment, Environmental Laws, Environmental Permits and health and safety are those set out in Schedule 4, Paragraphs 15 and 20 (Warranties) and the other Warranties shall be deemed not to be given in relation to the Environment, Environmental Laws, Environmental Permits or health and safety.
Sample 1
Certain Warranties specific. The only Warranties that shall apply in relation to: (a) Employment Matters (save for matters relating to pensions) are those set out in Paragraph 12 of Part A of Schedule 6 and all other Warranties shall be deemed not to apply to or be given in relation to such matters; (b) Competition Matters are those set out in Paragraph 10 of Part A of Schedule 6 of this Agreement and all other Warranties shall be deemed not to apply or be given in relation to such matters;
Sample 1
AutoNDA by SimpleDocs

Related to Certain Warranties specific

  • Survival of Representations, Warranties, Etc Each of the representations, warranties, agreements, covenants and obligations herein is material and shall be deemed to have been relied upon by the other party or parties and shall survive for a period of twelve (12) months after the Closing and shall not merge in the performance of any obligation by any party hereto. All rights to indemnification contained in this Agreement shall survive the Closing indefinitely.

  • Warranties, etc Pledgor represents and warrants unto each Lender Party, as at the date of each pledge and delivery hereunder (including each pledge and delivery of Pledged Shares) by Pledgor to Collateral Agent of any Collateral, as set forth in this Article.

  • Non-Survival of Representations, Warranties and Agreements None of the representations, warranties, covenants and other agreements in this Agreement or in any instrument delivered pursuant to this Agreement, including any rights arising out of any breach of such representations, warranties, covenants and other agreements, shall survive the Effective Time, except for those covenants and agreements contained herein and therein that by their terms apply or are to be performed in whole or in part after the Effective Time and this Article VIII.

  • Nonsurvival of Representations, Warranties and Agreements None of the representations, warranties, covenants and agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which by their terms apply in whole or in part after the Effective Time.

  • Survival of Representations and Warranties, Etc All statements contained in any certificate, financial statement or other instrument delivered by or on behalf of the Borrower, any Subsidiary or any other Loan Party to the Administrative Agent or any Lender pursuant to or in connection with this Agreement or any of the other Loan Documents (including, but not limited to, any such statement made in or in connection with any amendment thereto or any statement contained in any certificate, financial statement or other instrument delivered by or on behalf of the Borrower prior to the Agreement Date and delivered to the Administrative Agent or any Lender in connection with closing the transactions contemplated hereby) shall constitute representations and warranties made by the Borrower in favor of the Administrative Agent or any of the Lenders under this Agreement. All representations and warranties made under this Agreement and the other Loan Documents shall be deemed to be made at and as of the Agreement Date, the Effective Date, the date on which any extension of the Termination Date is effectuated pursuant to Section 2.11. and the date of the occurrence of any Credit Event, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date) and except for changes in factual circumstances specifically permitted hereunder. All such representations and warranties shall survive the effectiveness of this Agreement, the execution and delivery of the Loan Documents and the making of the Loans and the issuance of the Letters of Credit.

  • Non-Survival of Representations, Warranties and Covenants None of the representations, warranties, covenants, obligations or other agreements in this Agreement or in any certificate, statement or instrument delivered pursuant to this Agreement, including any rights arising out of any breach of such representations, warranties, covenants, obligations, agreements and other provisions, shall survive the Closing and all such representations, warranties, covenants, obligations or other agreements shall terminate and expire upon the occurrence of the Closing (and there shall be no liability after the Closing in respect thereof), except for (a) those covenants and agreements contained herein that by their terms expressly apply in whole or in part after the Closing and then only with respect to any breaches occurring after the Closing and (b) this Article X and any corresponding definitions set forth in Article I.

  • Survival of Representations and Warranties; Duty to Update Information All representations and warranties made by the Subadviser, the Adviser and the Trust pursuant to the recitals above and Sections 6, 7 and 8, respectively, shall survive for the duration of this Agreement and the parties hereto shall promptly notify each other in writing upon becoming aware that any of the foregoing representations and warranties are no longer true or accurate in all material effects.

  • Survival of Representations, Warranties and Agreements Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

  • Nonsurvival of Representations, Warranties and Covenants None of the representations, warranties, covenants, obligations or other agreements in this Agreement or in any certificate, statement or instrument delivered pursuant to this Agreement, including any rights arising out of any breach of such representations, warranties, covenants, obligations, agreements and other provisions, shall survive the Closing and all such representations, warranties, covenants, obligations or other agreements shall terminate and expire upon the occurrence of the Closing (and there shall be no liability after the Closing in respect thereof), except for (a) those covenants and agreements contained herein that by their terms expressly apply in whole or in part after the Closing and then only with respect to any breaches occurring after the Closing and (b) this Article X and any corresponding definitions set forth in Article I.

  • Survival of Agreements, Representations and Warranties, etc All representations and warranties contained herein shall survive the execution and delivery of this Agreement.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!