Exceptions to Seller’s Disclaimers; Seller’s Warranties Sample Clauses

Exceptions to Seller’s Disclaimers; Seller’s Warranties. Seller hereby represents and warrants to Buyer that upon Delivery: (a) Seller will have good and marketable title to the Aircraft, and (b) such title thereto will be transferred to Buyer, in full, free and clear of Liens of record with the Federal Aviation Administration, other than Liens arising as a result of or attributable to Buyer.
Sample 1
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Exceptions to Seller’s Disclaimers; Seller’s Warranties. Seller hereby represents and warrants to Buyer that on the Delivery Date of each respective Aircraft: (a) Seller will have all legal and beneficial title to such Aircraft, (b) title thereto will be transferred to Buyer in full, free and clear of any and all Liens, other than Liens arising as a result of or attributable to (1) Buyer, or (2) Seller's retention of the data plates for the Airframe of such Aircraft, or (3) the restrictions on use and transfer of the Aircraft pursuant to Article XI hereof, and (d) with respect to Aircraft N4723(8823), such Aircraft was involved in an incident on or about December 27, 1997 in which the Aircraft experienced damage to the Aircraft cabin and was retired from service.
Sample 1

Related to Exceptions to Seller’s Disclaimers; Seller’s Warranties

  • Seller’s Warranties Seller hereby represents and warrants to Buyer as of the Effective Date and again as of XXX that:

  • Survival of Seller’s Representations and Warranties The representation and warranty of Seller set forth in Section 5.1(a) shall survive Closing and shall be a continuing representation and warranty without limitation. All other representations and warranties of Seller set forth in Section 5.1, shall survive Closing for a period of one hundred eighty (180) days. No claim for a breach of any representation or warranty of Seller shall be actionable or payable (a) if the breach in question results from or is based on a condition, state of facts or other matter which was known to Purchaser prior to Closing, (b) unless the valid claims for all such breaches collectively aggregate more than Twenty Five Thousand Dollars ($25,000) (the "Floor"), in which event the full amount of such valid claims shall be actionable up to the cap set forth in the following sentence, and (c) unless written notice containing a description of the specific nature of such breach shall have been given by Purchaser to Seller prior to the expiration of said one hundred eighty (180) day period and an action shall have been commenced by Purchaser against Seller within two hundred twenty (220) days of Closing. Further Purchaser agrees that any recovery against Seller for any breach of Seller's covenants, agreements, representations and warranties hereunder or under any other agreement, document, certificate or instrument delivered by Seller to Purchaser, or under any law applicable to the Property or this transaction, shall be limited to Purchaser's actual damages not in excess of One Million and 00/100 Dollars ($1,000,000) in the aggregate and that in no event shall Purchaser be entitled to seek or obtain any other damages of any kind, including, without limitation, consequential, indirect or punitive damages. Notwithstanding anything to the contrary in the foregoing, the Floor and the cap will not apply to actual damages incurred by Purchaser to the extent such damage was caused by Seller's fraud.

  • Seller’s Representations and Warranties Seller represents and warrants to Purchaser that:

  • Buyer’s Warranties All representations and warranties by Buyer in this Agreement shall be true on and as of the closing date as though such representations and warranties were made on and as of that date.

  • Survival of Purchaser’s Representations and Warranties The representations and warranties of Purchaser set forth in Section 5.3 shall survive Closing for a period of one (1) year after Closing, unless notice setting forth a specific claim under any such representation or warranty shall be given to Purchaser within that period, in which case such representation or warranty shall survive until such claim is finally and fully resolved.

  • Seller’s Representations Seller represents and warrants to Buyer as follows:

  • Buyer’s Representations and Warranties The Buyer represents and warrants to the Company that:

  • REPRESENTATIONS AND WARRANTIES OF SELLER AND SHAREHOLDERS Seller and each Shareholder represent and warrant, jointly and severally, to Buyer as follows:

  • Purchaser’s Representations and Warranties Purchaser represents and warrants to Seller that:

  • Purchaser’s Warranties The Purchaser represents and warrants to the Seller that:

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