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 on the basis of the several purchase deeds executed and registered in favour of the Owners, details whereof are mentioned in Schedule-H hereto and 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 Owners and the Promoter;
(iv) There are no litigations pending against the Owners and Promoter 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 Promoter has been and shall, at all times, remain to be in compliance with all applicable laws in relation to the Project, said Land, said Block 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 shall hand over lawful, vacant, peaceful, physical possession of the said Apartment to the Allottee;
(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 Promoter has 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 said Land to the Corporation till the Completion Certifi...
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. The Vendors jointly and severally represent and warrant to the Purchaser as follows and acknowledge that the Purchaser is relying on such representations and warranties in connection with its purchase of the Purchased Shares:
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. Each of the Vendors severally represents and warrants to the Purchaser as follows and acknowledges that Purchaser is relying on such representations and warranties in connection with the transactions contemplated herein:
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. As a material inducement to the Purchaser entering into this Agreement and completing the transactions contemplated by this Agreement and acknowledging that the Purchaser is entering into this Agreement in reliance upon the representations and warranties of the Vendors set out in this Section 4.3 but subject to section 4.4(9) hereof, the Vendors severally represent and warrant to the Purchaser as follows
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. Representations and Warranties
3.01 The Vendors hereby represent and warrant to the Purchaser, with the intent that the Purchaser shall rely thereon in entering into this Agreement and in concluding the transactions contemplated hereby, that to the best of the Vendors' knowledge, information and belief:
(a) KAS does not have any material outstanding indebtedness or any liabilities or obligations (whether accrued, contingent or otherwise) exceeding $10,000 in the aggregate;
(b) no person has any agreement or option, present or future, contingent, absolute or capable of becoming an agreement or option or which with the passage of time or the occurrence of any event could become an agreement or option to acquire the KAS Shares;
(c) the Vendors are the registered holders and beneficial owners of and have good marketable title to the KAS Shares, free and clear of all liens, charges and encumbrances whatsoever;
(d) the KAS Shares have been duly and validly allotted and issued and are outstanding as a fully paid and non-assessable shares in the capital of KAS;
(e) the Vendors have good and sufficient right and authority to enter into this Agreement on the terms and conditions herein contained and to transfer the legal and beneficial title of the KAS Shares to the Purchaser;
(f) assuming this Agreement is a valid, binding and enforceable obligation of the Purchaser and assuming satisfaction or waiver of the conditions precedent in section 4.01 and 4.04, this Agreement shall constitute a valid, binding and enforceable obligation of the Vendors. On Closing, the Vendors will not be a party to, bound by or subject to any indenture, mortgage, lease, agreement, instrument, statute, regulation, order, judgment, decree or law which would be violated, contravened or breached by or under which any default would occur as a result of the execution and delivery by the Vendors of this Agreement or the performance by the Vendors of any of the terms hereof; and
(g) at Closing KAS will not be indebted to the Vendors or any employees or directors of the Vendors or the Vendors' general partner or any affiliate or associate of the Vendors, on any account whatsoever.
3.02 The representations and warranties contained in section 3.01 shall survive the completion of the transactions contemplated by this Agreement and shall continue in full force and effect for the benefit of the Purchaser until the earlier of three (3) years from the date of this Agreement or dissolution of the Vendors, ...
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. Section 3.1 Representations and Warranties of the Vendors. 11
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. The Vendors hereby represent and warrant to the Allottee as follows:
(i) The Owners have marketable title to the said Freehold Land described in Part I of Schedule H hereto and marketable leasehold interest to the said Leasehold Land described in Part II of Schedule H hereto. The details of the Deeds of Conveyance and the Deeds of Lease executed and registered in favour of the Owners are mentioned in Schedule I hereto. Notwithstanding anything to the contrary contained elsewhere in this Agreement or otherwise it is hereby expressly made clear that the Owners right, title and/or interest in respect of the said Land comprises of ownership and freehold title in respect of the said Freehold Land and leasehold right and interest in respect of the said Leasehold Land and all references in this Agreement to the terms “Owners” and/or their “title” and/or “transfer” and/or “sale” and/or “purchase” and/or “Bungalow Land” and/or “said Bungalow Land” including all grammatical variations thereof shall mean and refer to sale / purchase of ownership share or interest in the said Bungalow Unit in case the said Bungalow Land is situated on a portion of the said Freehold Land and assignment/transfer of leasehold right or interest in the said Bungalow Unit in case the said Bungalow Land is situated on a portion of the said Leasehold Land subject to the terms, conditions, covenants, stipulations and restrictions governing the same including those contained in the Deeds of Lease (mentioned in Serial Nos. 193, 194, 195, 196, 197, 202, 203, 206, 214, 215 and 216 of Schedule I hereto) and the terms “Owners” and/or their “title” and/or “transfer” and/or “sale” and/or “purchase” and/or “Bungalow Land” and/or “said Bungalow Land” including all grammatical variations thereof shall be read, interpreted and understood accordingly. The Owners have actual, physical and legal possession of the said Land for the Project and the same has been made available to the Promoter for the purpose of development and construction pursuant to the Development Agreement;
(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 other than construction finance taken from Axis Trustee Services Limited and mortgage of the said Land for the said financial facility;
(iv) As per the knowledge of the Vendors, there are no litigations pending before a...
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. Each Vendor represents and warrants to the Purchaser, jointly and severally, as representations and warranties that are true at the date hereof, and acknowledges that the Purchaser is relying on each of the following representations and warranties in entering into this Agreement that:
(a) Authority - the execution and delivery of this Agreement has been duly and validly authorized by all necessary action on the part of the Vendor and this Agreement constitutes a legal, valid and binding obligation of the Vendor enforceable against the Vendor in accordance with its terms subject, as to enforcement, to bankruptcy, insolvency, reorganization and other similar laws of general applicability relating to or affecting creditors’ rights and to the availability of equitable remedies;
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. The Vendors jointly and severally represent and warrant to the Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF THE VENDORS. Each Vendor represents and warrants on its own behalf to the Purchaser as follows and acknowledges that the Purchaser is relying on the following representations and warranties in connection with the Transaction notwithstanding any independent searches or investigations that may be undertaken by or on behalf of the Purchaser and that no information which is now known or should be known or which may hereafter become known to the Purchaser, its employees, representatives, consultants or agents, will limit or extinguish such rights of reliance of the Purchaser:
