Designated Representations Clause Samples

The Designated Representations clause defines specific statements or assurances made by one party that are formally recognized and relied upon within the agreement. Typically, this clause identifies which representations are considered material or essential, and may specify the scope, timing, or subject matter of these representations, such as those relating to a party’s authority, compliance with laws, or the accuracy of provided information. Its core function is to clearly establish which representations are binding and significant, thereby allocating risk and ensuring both parties understand which statements can be relied upon for enforcement or remedies.
Designated Representations. “Designated Representations” shall mean the representations and warranties of the Company contained in Section 3.3 of the Agreement.
Designated Representations. “Designated Representations” shall mean the representations and warranties of the Company contained in: (a) the first sentence of Section 2.3(a) of the Agreement; (b) the first sentence of Section 2.3(b) of the Agreement; (c) Section 2.3(c) of the Agreement; (d) Section 2.21 of the Agreement; and (e) Section 2.22 of the Agreement.
Designated Representations. “Designated Representations” shall mean the representations and warranties contained in: Section 3.3(e); Section 3.3(f); Section 3.7(a)(B); Section 3.10(n); Section 3.11(c); Section 3.12; the second sentence of Section 3.16(i); Section 3.16(k); Section 3.17; Section 3.22(d) (to the extent that they are qualified by the first use of the word “material” in Section 3.22(d)); and Section 3.22(e).