Modification of Representations and Warranties. The Manager may permit the modification of any of the representations and warranties contained in Sections 1.10(a), 1.10(b), and 1.10(c), as applicable, to any Member (including any Additional Member or Substituted Member or any transferee of either); provided, that such representations and warranties, as modified, shall be set forth in either (i) a Unit Designation applicable to the Units held by such Member or (ii) a separate writing addressed to the Company.
Modification of Representations and Warranties. Each of the foregoing representations and warranties shall be deemed modified by any matter expressly set forth or expressly disclosed herein or in the Schedules hereto. Certain information set forth in the Schedules may be included solely for informational purposes and may not be required to be disclosed pursuant to this Agreement. The disclosure of any information shall not be deemed to constitute an acknowledgement that such information is required to be disclosed in connection with the representations and warranties made by Seller in this Agreement or that it is material, nor shall such information be deemed to establish a standard of materiality.
Modification of Representations and Warranties a. [In addition to the representations and warranties set forth in the Agreement, as of the date hereof, each of the Sellers makes the following additional representations and warranties with respect to the Mortgage Loans: TO WITNESS THIS, the parties have caused their names to be signed by their respective duly authorized officers as of the date first written above.
Modification of Representations and Warranties. The General Partner may permit the modification of any of the representations and warranties contained in Sections 1.09(a), 1.09(b), and 1.09(c), as applicable, to any Partner (including any Additional Partner or Substituted Partner or any transferee of either); provided, that such representations and warranties, as modified, shall be set forth in either (i) an Interest Designation applicable to the Interests held by such Partner or (ii) a separate writing addressed to the Partnership.
Modification of Representations and Warranties a. [In addition to the representations and warranties set forth in the Agreement, as of the date hereof, each of the Sellers makes the following additional representations and warranties with respect to the Mortgage Loans: TO WITNESS THIS, the parties have caused their names to be signed by their respective duly authorized officers as of the date first written above. ______________________________________ By: ___________________________________ Name: Title: CITIMORTGAGE, INC. a Delaware corporation By: ___________________________________ Name:_________________________________ Title: _________________________________ EXHIBIT I
Modification of Representations and Warranties. Each of the foregoing representations and warranties shall be deemed modified by any matter expressly set forth or expressly disclosed herein, listed on the schedules hereto, or in the Financial Statements. Should there be any conflict in any of the Transaction Documents, they shall take precedence over each other in accordance with the following hierarchy:
Modification of Representations and Warranties. The representations and warranties of Palomar set forth herein shall be deemed to be modified to, except any matter listed in the exhibits to this Agreement and any matters actually known to Xx. Xxxx Jensen or Xx. Xxxxxxx Needham with respect to the Dynaco Assets as of the Phase I Closing Date and, with respect to Dynaco or the Dynaco Shares, as of the Phase II Closing Date.
Modification of Representations and Warranties. Section 4.01 of the Loan Agreement is amended by inserting the following as new clause (aa) thereof:
Modification of Representations and Warranties. Each of the foregoing representations and warranties shall be deemed modified by any matter expressly set forth or expressly disclosed herein, in the Disclosure Schedules and Annexes hereto, or in the Financial Statements.
Modification of Representations and Warranties. Copies of the Space Leases in each Seller Parties' possession and certain other Property Information have been or will be delivered or otherwise made available to Limited Partner and General Partner on behalf of all Purchaser Parties, and Limited Partner and General Partner on behalf of all Purchaser Parties have undertaken their own Investigations (as defined below) and, by accepting the conveyance of the LP Units and the GP Units, Limited Partner and General Partner on behalf of all Purchaser Parties acknowledges its receipt and acceptance or the availability to it thereof and that Limited Partner and General Partner on behalf of all Purchaser Parties has reviewed the same to its satisfaction. To the extent that any information (i) contained in the copies of the Space Leases or any other Property Information furnished to or made available to Limited Partner or General Partner by Seller; (ii) contained in reports provided to Limited Partner or General Partner from professionals); (iii) contained in Seller Parties' filings, if any, with the Securities and Exchange Commission or other publicly available documents; (iv) obtained by Limited Partner or General Partner prior to the expiration of the Due Diligence Period through oral or written communications with Seller Parties' employees (provided that the representations and warranties contained in Section 11.2 shall not be subject to modification thereby) or tenants; or (v) subject to the Seller Parties' obligation to deliver Estoppel Certificates in compliance with Section 17.3.6, obtained by Limited Partner or General Partner following the expiration of the Due Diligence Period through oral or written communications with Seller Parties' tenants, is inconsistent with the foregoing representations and warranties, such representations and warranties shall be deemed modified to the extent necessary to eliminate such inconsistency and to conform such representations and warranties to such information. Limited Partner and General Partner on behalf of all Purchaser Parties hereby agrees to diligently and in good faith proceed to communicate with Seller Parties' employees and those Tenants whose names are set forth on Exhibit 1.14 prior to the expiration of the Due Diligence Period. As used in this Agreement, the words "Seller Party's knowledge" or words of similar import shall be deemed to mean, and shall be limited to, the actual (as distinguished from implied, imputed or constructive) knowledge of Seller Party ...
