REPRESENTATIONS AND WARRANTIES OF THE PROSPECT PARTIES Sample Clauses

REPRESENTATIONS AND WARRANTIES OF THE PROSPECT PARTIES. In order to induce the Heritage Parties to enter into this Agreement and to consummate the Transaction, Holdings and Group, jointly and severally, make the representations and warranties set forth in this Article 2, which representations and warranties shall not be deemed made as of the date of execution of this Agreement but instead shall be deemed made as of the date of delivery by the Prospect Parties of the Final Prospect Schedules pursuant to Section 1.6(a) of this Agreement.
Sample 1
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REPRESENTATIONS AND WARRANTIES OF THE PROSPECT PARTIES. In order to induce the Northwest Parties to enter into this Agreement and to consummate the transactions contemplated herein, Prospect and Sub (jointly and severally as to any representations and warranties pertaining to Prospect and/or Sub) and Systems (severally as to any representations and warranties pertaining to Systems), make the representations and warranties set forth in this Article 3.
Sample 1
REPRESENTATIONS AND WARRANTIES OF THE PROSPECT PARTIES. In order to induce StarCare, APAC, Pinnacle and the Shareholder to enter into this Agreement and to consummate the Transaction, Group and Systems jointly and severally, make the representations and warranties set forth in this Article 3.
Sample 1

Related to REPRESENTATIONS AND WARRANTIES OF THE PROSPECT PARTIES

  • 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 Purchasers Each Purchaser, for itself and for no other Purchaser, hereby represents and warrants as of the date hereof and as of the Closing Date to the Company as follows (unless as of a specific date therein, in which case they shall be accurate as of such date):

  • Representations and Warranties of the Parent The Parent hereby represents and warrants to the Shareholder as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE WARRANTORS Unless specifically indicated otherwise, the Warrantors hereby jointly and severally represent and warrant to the Investor that the statements in this Section 3, except as set forth in the Disclosure Schedule (the “Disclosure Schedule”) attached to this Agreement as Schedule C (the contents of which shall also be deemed to be representations and warranties hereunder), are all true, correct and complete as of the date hereof and the date of the Closing. For purposes of this Section 3, any reference to a party’s “knowledge” means such party’s best knowledge after due and diligent inquiries of officers, directors, and other employees of such party reasonably believed to have knowledge of the matter in question.

  • 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 SELLING PARTIES The Selling Parties jointly and severally represent and warrant to Buyer 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 PARENT PARTIES The Parent Parties hereby jointly and severally represent and warrant to the Company Parties as follows:

  • 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 SELLER PARTIES Each Seller Party hereby represents and warrants to the Agent and the Purchasers, as to itself, as of the date hereof and as of the date of each Incremental Purchase and the date of each Reinvestment that:

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