Inaccurate Representations Clause Samples
The "Inaccurate Representations" clause addresses situations where statements or assurances made by a party in a contract are found to be untrue or misleading. Typically, this clause outlines the consequences if any representations or warranties provided during negotiations or within the agreement are later discovered to be false, such as allowing the other party to seek remedies like damages or termination of the contract. Its core function is to protect parties from entering into agreements based on incorrect information, thereby allocating risk and ensuring accountability for the accuracy of disclosed facts.
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Inaccurate Representations. If any Representation is made:
(a) and the fact that it was inaccurate either was known to the Buyer before today or might reasonably be expected to have been discoverable as a result of enquiries a prudent buyer would have raised before agreeing to buy the Property then the Buyer shall be deemed not to have been in any way influenced, induced or persuaded to enter into this Agreement by such Representation; and
(b) the Seller shall have no liability to the Buyer in respect of the same unless the Buyer notifies the Seller of any inaccuracy breach or claim within six months of the Completion Date.
Inaccurate Representations. The invalidity or material inaccuracy of any warranty, representation or opinion in this Agreement or in any other Loan Document, or the breach, withdrawal, cancellation, rescission, termination or alteration of any agreement, approval, opinion or waiver submitted to the City as one of the Loan Documents, or the failure of Borrower to advise the City of any material act or information of which it has knowledge, with regard to the Property, the Loan or otherwise;
Inaccurate Representations. If any Representation is made:
(a) and the fact that it was inaccurate either was known to the Tenant before today or might reasonably be expected to have been discoverable as a result of enquiries a prudent tenant would have raised before agreeing to take a lease of the Property then the Tenant shall be deemed not to have been in any way influenced, induced or persuaded to enter into this Agreement by such Representation; and
(b) the Landlord shall have no liability to the Tenant in respect of the same unless the Tenant notifies the Landlord of any inaccuracy breach or claim within six months of the date of completion of the Lease.
Inaccurate Representations. If it is determined that (i) there are one or more representations or statements in Exhibit A (or one or more facts in the Ruling Request pertaining to KMC or its Affiliates) that are inaccurate or incomplete and such inaccurate or incomplete facts, representations or statements caused the Split-Off to fail to qualify under Sections 355 or 368 of the Code (or caused the Split-Off or Restructuring to be taxable in whole or in part) and, (ii) there are one or more representations in Exhibit B (or one or more facts in the Ruling Request pertaining to PKS or its Affiliates) that are inaccurate or incomplete and such inaccurate or incomplete facts, representations or statements caused the Split-Off to fail to qualify under Sections 355 or 368 of the Code (or caused the Split-Off or Restructuring to be taxable in whole or in part), then each Party shall bear and be responsible for (and indemnify the other Party for) its share of Taxes, costs and liabilities or other payments caused by such inaccurate or incomplete facts, representations or statements. For purposes of this Section 4.4, a Party's share of such Taxes, costs and liabilities or other payments shall be determined under Article 6 and shall be based on such Party's relative fault in connection with the inaccurate or incomplete facts, representations or statements.
Inaccurate Representations. Any representation or warranty made in -------------------------- writing by or on behalf of Borrower herein or otherwise in connection with the transactions contemplated hereby or any report, certificate, financial or other instrument furnished in connection with this Agreement will be inaccurate or incomplete in any material respect whether due to inaccuracy on the date as of which made or due to subsequent events or the passage of time;
Inaccurate Representations. Any inaccuracy of any representation and/or warranty made by Indemnitor in the Purchase Agreement or this Indemnification Agreement; or