REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND SUBSIDIARIES Sample Clauses

REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND SUBSIDIARIES. The Sellers hereby severally and not jointly represent and warrant to the Purchaser as of the date hereof and as of the Closing Date (except those representations and warranties that address matters only as of a particular date, which shall be true and correct as of that date) as follows:
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REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND SUBSIDIARIES. CTI hereby represents and warrants to Buyer, as of the date of this Agreement and as of the Closing Date, that, except as set forth on the Disclosure Schedule attached hereto:
REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND SUBSIDIARIES. Subject to the exceptions and qualifications set forth in the Disclosure Schedule, Sellers, jointly and severally, make the following representations and warranties regarding the Company and Subsidiaries to Buyer as of the Closing Date, provided, that, a disclosure set forth in the Disclosure Schedule with respect to a particular representation or warranty will be deemed to be a disclosure with respect to all other applicable representations and warranties in this Article 2 or in Article 3 (and deemed to be disclosed in all other relevant Schedules, sections and subsections of the Disclosure Schedule) to the extent the description of the facts regarding the event, item or matter disclosed (or the substance of any other representation or warranty) is adequate on its face so as to make reasonably clear that such disclosure is applicable to such other representations and warranties (or any other Schedule, section or subsection of the Disclosure Schedule), whether or not such disclosure is so numbered or such other representations and warranties expressly refer to a schedule comprising the Disclosure Schedule.

Related to REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND SUBSIDIARIES

  • Representations and Warranties Regarding the Company (a) The Company represents and warrants to, and agrees with, the several Underwriters, as of the date hereof and as of the Closing Date and as of each Option Closing Date, if any, as follows:

  • REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS Each Seller, severally and not jointly, represents and warrants to Purchaser as follows:

  • Representations and Warranties of the Company Regarding the Offering (a) The Company represents and warrants to, and agrees with, the several Underwriters, as of the date hereof and as of the Closing Date (as defined in Section 4(d) below) and as of each Option Closing Date (as defined in Section 4(b) below), as follows:

  • Representations and Warranties Regarding the Seller The Seller represents, warrants and covenants to the Purchaser that as of the date hereof and as of each Closing Date:

  • 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 THE COMPANY AND THE SELLERS The Company and each Seller, jointly and severally, hereby represents and warrants to the Purchaser that:

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

  • Representations and Warranties Regarding the Servicer The Servicer represents and warrants to the Trust, the Indenture Trustee and the Noteholders that:

  • Representations and Warranties of Consultant Consultant warrants to The Company that:

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