Management Sellers’ Warranties Sample Clauses

Management Sellers’ Warranties. 7.3 Each Management Seller warrants severally (and not jointly or jointly and severally with any other Seller) to the Purchaser that:
Sample 1
AutoNDA by SimpleDocs
Management Sellers’ Warranties. Each of the Management Sellers, acting jointly but not severally, hereby represents as follows except as set out in the Disclosure Material and the Additional Disclosure Material:
Sample 1
Management Sellers’ Warranties. Each Management Seller individually and severally (and not jointly or jointly and severally) warrants to the Purchaser that the statements set out below are true, accurate and not misleading as at the date of this Agreement and as at the Completion Date as if they had been repeated immediately before Completion:
Sample 1
Management Sellers’ Warranties. 8.2 Each Management Seller severally warrants to the Purchaser that (save as specified in sub-clause 8.2(a) below) as of the date hereof and in all material respects as at Completion and, in the case of DIM RUS only, as at the Separate Russia Completion, such that all references in this Clause 8.2 to the “Management Seller”, the “Management Equity Securities”, “Company” or “Group Company” and “Completion” shall be deemed to refer to the seller of DIM RUS, the shares of DIM RUS, DIM RUS and the Separate Russia Completion, respectively together with such other amendments as are required in the context of the Separate Russia Completion:
Sample 1

Related to Management Sellers’ Warranties

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

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

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

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

  • VENDOR'S WARRANTIES 4.1 The Vendor hereby warrants to the Purchaser that:

  • Holder’s Representations and Warranties As a material inducement to the Company to enter into this Agreement and consummate the Exchange, the Holder hereby represents and warrants with and to the Company, as of the date hereof and as of the Closing Date, as follows:

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

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