REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS Clause Samples

The "Representations and Warranties; Financial Statements" clause requires one or both parties to affirm the accuracy and completeness of their financial statements and related disclosures. Typically, this means a party confirms that its financial records are prepared in accordance with accepted accounting principles and fairly present its financial position, often as of a specific date. This clause serves to provide assurance to the other party about the financial health and reliability of the disclosing party, reducing the risk of misrepresentation and supporting informed decision-making in the transaction.
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REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS. Any representation or warranty made under or in connection with this Security Agreement or any financial statement or information given in connection with the transaction with respect to which this Security Agreement is entered into shall prove to have been incorrect in any material respect when made or given or when deemed to have been made or given.
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REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS. Any representation or warranty made by the Borrower under or in connection with this Agreement or any financial statement given by the Borrower or any guarantor shall prove to have been incorrect in any material respect when made or given or when deemed to have been made or given.
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REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS. Any representation or warranty made by Borrower under or in connection with the Loan Documents or any financial statement given by Borrower, or any representation made by Borrower in any other document, instrument or certificate provided to Lender, shall prove to have been incorrect in any material respect when made or given or when deemed to have been made or given.
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REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS. Any representation or warranty made by any Borrower under or in connection with this Agreement or any financial statement given by any Borrower or any Guarantor shall prove to have been incorrect in any material respect when made or given or when deemed to have been made or given.
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REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS. The Guarantors hereby represent and warrant that: (a) the Guarantors have full power and authority to enter into and perform their respective obligations under this Guaranty; (b) this Guaranty has been duly and validly executed and delivered by the Guarantors and constitutes a valid and enforceable obligation of the Guarantors, subject to bankruptcy or other laws affecting creditors' rights generally and to general equitable principles; (c) the execution, delivery and compliance with the terms hereof shall not contravene or constitute a default under any indenture, commitment, agreement or other instrument to which the Guarantors are bound or any judgment, order or decree to which the Guarantors are subject; (d) there is no suit, action, proceeding or investigation pending or threatened against or affecting the Guarantors (or any basis therefor) at law or inequity or by or before any court, arbitrator, administrative agency or other federal, state or local governmental authority which individually or in the aggregate, if adversely determined, might have a material adverse effect on the Guarantors' ability to perform, or affect the validity as to the Guarantors of, the obligations of the Guarantors hereunder or as contemplated hereby; (e) information, including, but not limited to, financial information provided by the Guarantors to Lender, is true and correct and does not state any untrue fact or fail to state any material fact necessary to reflect the financial condition of the Guarantors as of the date given and the date hereof; (f) the making of the Loan by Lender pursuant to the Agreement and the guarantee of payment of the Obligations under this Guaranty will result in a direct financial benefit to the Guarantors; (g) the Guarantors have read and approved the terms of the Loan Documents.
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Related to REPRESENTATIONS AND WARRANTIES; FINANCIAL STATEMENTS

  • Representations and Warranties of the Parent The Parent represents and warrants as follows to each Shareholder and the Company that, except as set forth in the reports, schedules, forms, statements and other documents filed by the Parent with the SEC and publicly available prior to the date of this Agreement (the “Parent SEC Documents”):

  • REPRESENTATIONS AND WARRANTIES OF COMPANY The Company hereby represents and warrants to each Purchaser as follows:

  • Representations and Warranties; Etc Each Obligor hereby affirms: (a) that as of the date of execution and delivery of this First Amendment, all of the representations and warranties contained in each Loan Document to which such Obligor is a party are true and correct in all material respects as though made on and as of the First Amendment Effective Date (unless made as of a specific earlier date, in which case, was true as of such date); and (b) that after giving effect to this First Amendment and to the transactions contemplated hereby, no Defaults exist under the Loan Documents or will exist under the Loan Documents.

  • REPRESENTATIONS AND WARRANTIES OF ACQUIROR Acquiror represents and warrants to the Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby represents and warrants to the Stockholders as follows: