Representations in Purchase Agreement Sample Clauses

Representations in Purchase Agreement. Seller reaffirms as of this date, all representations and warranties contained in the Agreement and all addenda, amendments, and exhibits thereto. Seller further makes this Affidavit supplemental to the Deed for the Property delivered to Purchaser and specifically as an inducement to Purchaser to pay to Seller the balance of the Purchase Price for the Property. Seller agrees that the representations herein shall survive Closing and not be merged with the Deed. Purchaser Date Seller Date Purchaser Date Seller Date
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Representations in Purchase Agreement. In the case of the Company and each Guarantor, the representations and warranties set forth in Section 4 of the Purchase Agreement as they relate to the Company and such Guarantor or to the Other Agreements to which the Company or such Guarantor is a party, each of which is hereby incorporated herein by reference, are true and correct, and the Agent and each Holder shall be entitled to rely on each of them as if they were fully set forth herein, provided that each reference in each such representation and warranty to the Company's knowledge shall, for the purposes of this Section 3.1 and as it relates to a Guarantor, be deemed to be a reference to such Guarantor's knowledge.
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Representations in Purchase Agreement. Each representation and warranty of each of the Prices, the Trusts and the Price Entities set forth in Article V and Article X of the Purchase Agreement is true and correct.
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Representations in Purchase Agreement. To the knowledge of the Co-Borrowers, each of the representations and warranties made by Woodmark International L.P. and Stair House, Inc. to Woodmark pursuant to the Purchase Agreement taken as a whole are true and correct in all material respects.
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Representations in Purchase Agreement. In the case of each Grantor, the representations and warranties set forth in Section 1(a) of the Purchase Agreement as they relate to such Grantor or to the documents to which such Grantor is a party, each of which is hereby incorporated herein by reference, are true and correct in all material respects, and the Trustee shall be entitled to rely on each of them as if they were fully set forth herein.
Sample 1

Related to Representations in Purchase Agreement

  • Representations in Credit Agreement In the case of each Guarantor, the representations and warranties set forth in Section 4 of the Credit Agreement as they relate to such Guarantor or to the Loan Documents to which such Guarantor is a party, each of which is hereby incorporated herein by reference, are true and correct, and the Administrative Agent and each Lender shall be entitled to rely on each of them as if they were fully set forth herein, provided that each reference in each such representation and warranty to the Borrower's knowledge shall, for the purposes of this Section 4.1, be deemed to be a reference to such Guarantor's knowledge.

  • Representations, Warranties, Covenants and Agreements of the Debtors Except as set forth under the corresponding section of the disclosure schedules delivered to the Secured Parties concurrently herewith (the “Disclosure Schedules”), which Disclosure Schedules shall be deemed a part hereof, each Debtor represents and warrants to, and covenants and agrees with, the Secured Parties as follows:

  • Incorporation of Representations and Warranties From Credit Agreement The representations and warranties contained in Section 5 of the Credit Agreement are and will be true, correct and complete in all material respects on and as of the First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date.

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

  • Representations and Warranties of Depositor The Depositor hereby represents and warrants for the benefit of the Holders that:

  • Survival of Representations, Warranties, Covenants and Agreements The representations and warranties made by Sellers and, prior to the Closing, the Companies in this Agreement or any certificate delivered by Sellers (or, prior to the Closing, the Companies) pursuant hereto shall survive the Closing until (and claims based upon or arising out of such representations and warranties may be asserted at any time before but in no event after) the date that is twelve (12) months following the Closing Date; provided, however, (i) the representations and warranties made by the applicable Selling Parties in Section 4.3 and Section 6.3 hereof shall survive the Closing until the later of (x) eighteen (18) months following the Closing or (y) the satisfaction of the Holdback Condition, and (ii) there shall be no limitation on the time within which notice of a claim based on fraud on the part of any party hereto may be made. The termination of the representations and warranties to the extent provided herein shall not affect a party in respect of any claim made by such party in reasonable detail in a writing received by the Indemnifying Party prior to the expiration of the applicable survival period provided herein. The covenants and agreements of the parties contained in this Agreement shall survive the Closing in perpetuity; provided that claims based upon or arising out of the Selling Parties’ covenants in Section 9.1 and Section 9.2 hereof must be made by the Indemnified Parties in reasonable detail in a writing received by the applicable Indemnifying Party prior to the date that is twelve (12) months following the Closing. The Indemnifying Parties’ indemnification obligations pursuant to Section 12.2(a)(iii), Section 12.2(b)(iii), Section 12.3(a) and Section 12.3(b) hereof (other than with respect to obligations arising under Section 9.22, which shall survive the Closing until ten (10) days following the final determination of the Multiemployer Plan Liabilities under Section 9.22) and Buyer’s indemnification obligations pursuant to Section 12.3(c) hereof shall expire on the date that is eighteen (18) months from the Closing Date; provided, however, that the expiration of such indemnification obligations shall not affect an Indemnified Party or Seller Indemnified Party (with respect to their indemnification rights under Section 12.3(c)) in respect of any claim made by such party in reasonable detail in a writing received by the Indemnifying Party or Buyer, as applicable, prior to the expiration of such eighteen (18) month period (or the applicable period described above with respect to obligations arising under Section 9.22 hereof).

  • Representations, Warranties, Covenants and Agreements to Survive Delivery All representations, warranties, covenants and agreements of the Company, the Selling Stockholders and the Underwriters herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 8 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any Underwriter or any person controlling any Underwriter within the meaning of the Act or the Exchange Act, or by or on behalf of the Company or any Selling Stockholder, or any of their officers, directors or controlling persons within the meaning of the Act or the Exchange Act, and shall survive the delivery of the Shares to the several Underwriters hereunder or termination of this Agreement.

  • Representations, Warranties and Agreements of the Trust The Trust represents, warrants and agrees that:

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