REPRESENTATIONS AND WARRANTIES OF THE PRIMARY COMPANIES Sample Clauses

REPRESENTATIONS AND WARRANTIES OF THE PRIMARY COMPANIES. 11 Section 4.1 Formation and Qualification 11 Section 4.2 Authorization 12 Section 4.3 No Violation 12 Section 4.4 Capitalization 13 Section 4.5 Consents and Approvals 13 Section 4.6 Financial Statements 13 Section 4.7 Absence of Undisclosed Liabilities 14 Section 4.8 Absence of Certain Changes 14 Section 4.9 Litigation 17 Section 4.10 Title to Assets 17 Section 4.11 Condition and Sufficiency of Assets 18 Section 4.12 Inventories; Receivables 18 Section 4.13 Product Warranty 18 Section 4.14 Product Liability 18 Section 4.15 Contracts 19 Section 4.16 Employee Plans 21 Section 4.17 Environmental Matters 23 Section 4.18 Taxes 24 Section 4.19 Compliance with Applicable Laws; Permits and Licenses 27 Section 4.20 Proprietary Rights 27 Section 4.21 Labor Matters; Employees; Contractors 29 Section 4.22 Real Estate 31 Section 4.23 Customers 33 Section 4.24 Insurance 33 Section 4.25 Affiliate Interests and Transactions 34 Section 4.26 Brokers 34 Section 4.27 Anti-Bribery and Anti-Money Laundering Compliance; Sanctions; Export Control Laws 34 Section 4.28 Books and Records. 36 Section 4.29 Bank Accounts. 36 Section 4.30 Data Privacy and Security. 36 Section 4.31 Knowledge of Primary Companies. 36
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REPRESENTATIONS AND WARRANTIES OF THE PRIMARY COMPANIES. Except as set forth in the Disclosure Schedules, the Seller and the Primary Companies, jointly and severally, hereby represent and warrant to the Purchaser as set forth in this Article 4.

Related to REPRESENTATIONS AND WARRANTIES OF THE PRIMARY COMPANIES

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

  • Representations and Warranties of the Parties Each of the Parties hereby represents and warrants to each of the other Parties as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE TARGET Except as set forth in the correspondingly numbered Section of the Disclosure Schedules, the Target represents and warrants to Parent that the statements contained in this ARTICLE III are true and correct as of the date hereof.

  • Representations and Warranties of the Vendor The Vendor hereby makes the following representations and warranties to the Purchaser and acknowledges that the Purchaser is relying on such representations and warranties in entering into this Agreement and completing the Transaction:

  • Representations and Warranties of the Bank The Bank represents and warrants to the Fund that:

  • REPRESENTATIONS AND WARRANTIES OF THE VENDORS The Vendors jointly and severally represent and warrant to the Purchaser the following, and acknowledge that the Purchaser is entitled to rely on such representations and warranties notwithstanding any due diligence investigation done by the Purchaser prior to the closing:

  • Representations and Warranties of the Purchaser As a material inducement to the Company to enter into this Agreement and issue and sell the Private Placement Warrants to the Purchaser, the Purchaser hereby represents and warrants to the Company (which representations and warranties shall survive each Closing Date) that:

  • REPRESENTATIONS AND WARRANTIES OF THE PARENT PARTIES The Parent Parties hereby jointly and severally represent and warrant to the Company Parties as follows:

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