Factual Representations Sample Clauses

Factual Representations. (a) Each of the material facts regarding Seller, M Purchase and/or the M Purchase Assets set forth in the due diligence information delivered to Buyer was true and correct as of the date on which it spoke and remains true and correct as of the date hereof unless superceded by subsequent disclosures. (b) The information furnished by Seller to Buyer, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein statements not misleading.

Factual Representations. 1.1 On or about July 21, 2017, Maui Peaks Corporation filed the Class Action against Transbay Joint Powers Authority (“TJPA”), Mission Street Development LLC (“MSD”), and Mission Street Holding LLC (“MSH”) on behalf of themselves and other owners of residential units in the Millennium Tower alleging causes of action relating to Plaintiffs’ allegations concerning, inter alia, the movement and tilt of Millennium Tower; 1.2 On September 14, 2017 Maui Peaks Corporation and NGMII LLC filed a First Amended Class Action Complaint in the Class Action against MSD, MSH and TJPA; 1.3 On or about January 5, 2018, Maui Peaks Corporation and NGMII LLC filed a Second Amended Class Action Complaint in the Class Action against MSD, MSH and TJPA; 1.4 On or about July 17, 2019, NGMII LLC and ▇▇▇ ▇▇▇ filed a Third Amended Class Action Complaint in the Class Action alleging causes of action for failure to disclose and for deceptive business practices against MSD and MSH, and causes of action for, inter alia, express indemnity, specific performance, and declaratory relief against TJPA, and Maui Peaks Corporation asserted those same causes of action against the same defendants on its own behalf; 1.5 TJPA, MSD, and MSH have each denied liability for all causes of actions Plaintiffs have asserted against them in the Class Action and deny that Plaintiffs are entitled to any relief whatsoever as a result of those causes of action; 1.6 Beginning in the summer of 2016, various plaintiffs other than Plaintiffs filed complaints asserting causes of action against numerous defendants related to certain alleged construction defects associated with the Millennium Tower and movement and tilt of the Millennium Tower, complaints which, along with the Class Action, have been coordinated and/or consolidated under the case entitled, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ v.

Factual Representations. 2.1. Beginning on or about August 17, 2016, various plaintiffs filed complaints asserting causes of action against numerous defendants related to movement of the Subject Property and other alleged defects or damages caused to the Subject Property, which complaints have been related, coordinated and/or consolidated under the case entitled, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ v.

Factual Representations. ENVIGO stipulates and agrees that the facts and allegations set forth in the Information to which it is pleading guilty are true and correct and provide an adequate factual basis for acceptance of the pleas.

Factual Representations. (a) Each of the material facts regarding the Assets set forth in the due diligence information delivered to Buyer was true and correct as of the date on which it spoke and remains true and correct as of the date hereof unless superceded by subsequent disclosures. (b) The information furnished by Seller to Buyer, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein statements not misleading. (c) Seller does not have knowledge of any fact, event or circumstance which it is aware would render the Facility, as relocated, ineligible for tax credits under Section 29 of the Internal Revenue Code.