REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND PURCHASER PARENT Sample Clauses

REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND PURCHASER PARENT. Section 5.1 Representations and Warranties of the Purchaser and Purchaser Parent. 20
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REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND PURCHASER PARENT. Section 5.1 Representations and Warranties of the Purchaser and Purchaser Parent. Each of the Purchaser and the Purchaser Parent jointly and severally represents and warrants to the Vendor as follows as of the date hereof and acknowledges and confirms that the Vendor is relying on such representations and warranties in connection with the transactions contemplated by this Agreement notwithstanding any investigation by or on behalf of the Vendor:
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REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND PURCHASER PARENT. The Purchaser and the Purchaser Parent, jointly and severally, represent and warrant (as to themselves and as to any Purchaser Parent Affiliate designated under Section 2.C), to the Seller, the Seller Parent and the Asset Sellers, that: (i) each of the Purchaser, the Purchaser Parent and each Purchaser Parent Affiliate designated under Section 2.C, is duly organized and validly existing under the laws of the jurisdiction of its incorporation; (ii) each of the Purchaser, the Purchaser Parent and each Purchaser Parent Affiliate designated under Section 2.C, has full power and authority to enter into, and perform the obligations to which it is bound, under, as the case may be, this Agreement, or the relevant Ancillary Agreement, and to consummate the Transaction contemplated hereunder and the actions contemplated under the Ancillary Agreements; (iii) all required prior corporate, labor and administrative formalities and authorizations for the execution of this Agreement and the Ancillary Agreements, and the consummation of the Transaction have been completed or obtained; (iv) this Agreement has been, and each Ancillary Agreement has been or will on the Closing Date be, duly executed and delivered by the Purchaser, the Purchaser Parent and each Purchaser Parent Affiliate designated under Section 2.C that will be a party to any Ancillary Agreement, as the case may be, and constitutes the legal, valid and binding agreement and obligation of the Purchaser, the Purchaser Parent and each such Purchaser Parent Affiliate, enforceable against the Purchaser, the Purchaser Parent and each such Purchaser Parent Affiliate, as the case may be, in accordance with its terms, in each case, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other Laws affecting creditors’ rights generally and except insofar as the availability of equitable remedies may be limited by applicable Law; (v) none of the Purchaser, the Purchaser Parent and any Purchaser Parent Affiliate designated under Section 2.C, is subject to any insolvency or pre-insolvency proceedings according to the Laws of their jurisdiction of incorporation, with a view to preventing or settling difficulties of a business nor is the Purchaser, the Purchaser Parent or any such Purchaser Parent Affiliate, subject to liquidation proceedings, and there are no grounds for making either the Purchaser, the Purchaser Parent or any such Purchaser Parent Affiliate, subject to suc...
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Related to REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND PURCHASER PARENT

  • 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 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 VENDORS The Vendors hereby represent and warrant to the Allottee as follows: (i) The Owners have marketable title with respect to the said Land. The devolution of title of the Owners in respect of the said Land is mentioned in Schedule-I hereto. The Owners have absolute, actual, physical and legal possession of the said Land for the Project; (ii) The Promoter has lawful rights and requisite approvals from the competent Authorities to carry out development of the Project; (iii) There are no encumbrances upon the said Land or the Project created by the Vendors save and except mortgage of the said Land for obtaining loan for the Project as mentioned in Clause 18; (iv) There are no litigations pending before any Court of law or Authority with respect to the said Land, Project or the said Apartment; (v) All approvals, licenses and permits issued by the Corporation with respect to the Project, said Land and the said Apartment are valid and subsisting and have been obtained by following due process of law. Further, the Vendors have been and shall, at all times, remain to be in compliance with all applicable laws in relation to the Project, the said Land, the Building and the said Apartment and Common Areas; (vi) The Vendors have the right to enter into this Agreement and have not committed or omitted to perform any act or thing whereby the right of the Allottee created herein, may prejudicially be affected; (vii) The Vendors have not entered into any agreement for sale or any other agreement/arrangement with any person or party with respect to the said Land including the Project and the said Apartment which will, in any manner, affect the rights of Allottee under this Agreement; (viii) The Vendors confirm that the Vendors are not restricted in any manner whatsoever from selling the said Apartment to the Allottee in the manner contemplated in this Agreement; (ix) At the time of execution of the conveyance deed the Promoter/Owners shall hand over lawful, vacant, peaceful, physical possession of the said Apartment to the Allottee and the Common Areas to the association of Allottees; (x) The said Apartment is not the subject matter of any HUF and that no part thereof is owned by any minor and/or no minor has any right, title and claim over the said Apartment; (xi) The Vendors have duly paid and shall continue to pay and discharge all governmental dues, rates, charges and taxes and other monies, levies, impositions, premiums, damages and/or penalties and other outgoings, whatsoever, payable with respect to the Premises to the Corporation till the Occupancy/Completion Certificate is issued; (xii) No notice from the Government or any other local body or authority or any legislative enactment, government ordinance, order, notification (including any notice for acquisition or requisition of the said Apartment) has been received by or served upon the Vendors in respect of the said Land and/or the Project.

  • 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:

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