REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES Sample Clauses

REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES. Each Company hereby represents and warrants to CenterPoint, severally but not jointly, as to itself, as of the date hereof and, subject to Section 7.3, as ----------- of the date on which CenterPoint and the lead Underwriter (as defined in Section ------- 8.1.1) execute and deliver the Underwriting Agreement related to the IPO and as ----- of the Closing Date, as follows:
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REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES. To ------------------------------------------------------- such Stockholder's actual knowledge, the representations and warranties of the Company in which it holds an equity interest set forth in Article IV of this ---------- Agreement are true and correct.
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REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES. The Seller (in its capacity of Seller of the Shares and its capacity as managing director of each of the Companies) hereby warrants to the Purchaser and the Parent that each of the following representations is true and accurate on the Signing Date and will be true and accurate on the Closing Date, and acknowledges that the Purchaser and the Parent are relying on such representations and warranties in connection with the purchase of the respective Shares of each of the Companies:
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REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES. Each Company hereby represents and warrants to Centerprise, as of March 31, 1999, severally but not jointly, as to itself, as of the date hereof and, subject to Section 7.3, as of the date on which Centerprise and the lead Underwriter (as defined in Section 8.1.1) execute and deliver the Underwriting Agreement related to the IPO and as of the Closing Date, as follows:
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Related to REPRESENTATIONS AND WARRANTIES OF EACH OF THE COMPANIES

  • REPRESENTATIONS AND WARRANTIES OF EACH SELLER Each Seller, severally and not jointly, represents and warrants to Buyer as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANIES (a) Each of the Companies represents and warrants that it is a life insurance company duly organized or existing and in good standing under applicable law and that each of its Accounts, prior to any issuance or sale of any Contracts by such Account and during the term of this Agreement, will be legally and validly established as a separate account pursuant to relevant state insurance law and either: (i) will be registered as a unit investment trust in accordance with the provisions of the 1940 Act; or (ii) will be exempt from such registration.

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES Except (a) as set forth in the disclosure letter prepared by the Company and delivered to the Parent Parties at or prior to the execution and delivery of this Agreement (the “Company Disclosure Letter”) (it being acknowledged and agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall be deemed disclosed with respect to the section or subsection of this Agreement to which it corresponds and any other section or subsection of this Agreement to the extent the applicability of such disclosure to such other section or subsection of this Agreement is reasonably apparent on its face (it being understood that to be so reasonably apparent on its face, it is not required that the other section or subsection of this Agreement be cross-referenced); provided, that nothing in the Company Disclosure Letter is intended to broaden the scope of any representation or warranty of the Company Parties made herein), or (b) as disclosed in the Company SEC Documents publicly filed with, or furnished to the SEC since January 1, 2019 and prior to the date of this Agreement and available on the SEC’s Electronic Data Gathering and Retrieval System (excluding any information or documents incorporated by reference therein, or filed as exhibits thereto, and excluding any disclosures contained in such documents under the headings “Risk Factors” or “Forward Looking Statements” or any other disclosures contained or referenced therein to the extent they are cautionary, predictive or forward-looking in nature), and then only to the extent that the relevance of any disclosed event, item or occurrence in such Company SEC Documents to a matter covered by a representation or warranty set forth in this Article IV is reasonably apparent on its face, the Company Parties hereby jointly and severally represent and warrant to the Parent Parties that:

  • Representations and Warranties of Each Fund Each Fund hereby severally and not jointly represents and warrants that each of the following shall be true, correct and complete with respect to each Fund at all times during the term of this Agreement: (i) the Fund is duly organized under the laws of its jurisdiction of organization and is registered as an open-end management investment company under the 1940 Act; and (ii) the execution, delivery and performance by the Fund of this Agreement are (w) within its power, (x) have been duly authorized by all necessary action, and (y) will not (A) contribute to or result in a breach of or default under or conflict with any existing law, order, regulation or ruling of any governmental or regulatory agency or authority, or (B) violate any provision of the Fund's corporate charter, Declaration of Trust or other organizational document, or bylaws, or any amendment thereof or any provision of its most recent Prospectus or Statement of Additional Information.

  • Representations and Warranties of the Company The Company represents and warrants to each Underwriter that:

  • REPRESENTATIONS AND WARRANTIES OF EACH INVESTOR Each Investor, severally and not jointly, represents and warrants to the Company that:

  • REPRESENTATIONS AND WARRANTIES OF THE CONTRIBUTOR The Contributor represents and warrants to the Operating Partnership as set forth below in this ARTICLE 2. Notwithstanding any other provision of the Contribution Agreement or this EXHIBIT E, the Contributor makes representations, warranties and indemnities only with respect to: (i) the Properties identified on EXHIBIT A to the Contribution Agreement (the "Property" or the "Properties"), and (ii) the interests in the Partnerships to be transferred by the Contributor.

  • REPRESENTATIONS AND WARRANTIES OF THE CONTRIBUTORS Each of the Contributors, severally and not jointly, solely as to itself and not as to any other Contributor, hereby represents and warrants to the Purchaser and ATA as follows:

  • Representations and Warranties of the Consultant The Consultant represents and warrants to and covenants with the Company that:

  • Representations and Warranties of Each Party Each party hereto represents and warrants to the other parties hereto as follows:

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