Representations, Warranties and Covenants of Subsidiary and PPD Sample Clauses

Representations, Warranties and Covenants of Subsidiary and PPD. Notwithstanding any right of MRL and the Shareholders to fully investigate the affairs of Subsidiary and PPD and notwithstanding any Knowledge of facts determined or determinable by MRL or the Shareholders pursuant to such investigation or right of investigation, MRL and the Shareholders shall have the right to rely fully upon the representations, warranties, covenants, conditions and agreements of Subsidiary and PPD contained in this Agreement and any other documents or writings furnished by Subsidiary and PPD to them pursuant to this Agreement. All representations, warranties, covenants, conditions and agreements of Subsidiary and PPD contained in this Agreement and any other documents or writings furnished by Subsidiary and PPD to the Shareholders pursuant to this Agreement shall survive the Closing Date for a period of eighteen (18) months, except that the warranties and representations made by PPD and Subsidiary in Section 4.6 shall survive the expiration of the statute of limitations ----------- applicable to the federal income tax returns filed by MRL and the Shareholders reporting the transactions contemplated by this Agreement.
Sample 1
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Related to Representations, Warranties and Covenants of Subsidiary and PPD

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF BORROWER In order to induce Silicon to enter into this Agreement and to make Loans, Borrower represents and warrants to Silicon as follows, and Borrower covenants that the following representations will continue to be true, and that Borrower will at all times comply with all of the following covenants, throughout the term of this Agreement and until all Obligations have been paid and performed in full:

  • Representations, Warranties and Covenants of Parent Parent represents, warrants and covenants to Stockholder that, assuming due authorization, execution and delivery of this Agreement by Stockholder, this Agreement constitutes the legal, valid and binding obligation of Parent, enforceable against Parent in accordance with its terms, except (i) to the extent limited by applicable bankruptcy, insolvency or similar laws affecting creditors’ rights and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. Parent has the corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by Parent of this Agreement and the consummation by Parent of the transactions contemplated hereby have been duly and validly authorized by Parent and no other corporate proceedings on the part of Parent are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Parent.

  • Representations, Warranties and Covenants of Company The Company represents and warrants to, and covenants with, the Subscriber as follows:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE BORROWER In order to induce Silicon to enter into this Agreement and to make Loans, Borrower represents and warrants to Silicon as follows, and Borrower covenants that the following representations will continue to be true, and that Borrower will at all times comply with all of the following covenants:

  • Representations, Warranties and Covenants of Seller (a) The Seller hereby represents and warrants to and covenants with the Purchaser, as of the date hereof, that:

  • Representations, Warranties and Covenants of the Company The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

  • Representations, Warranties and Covenants of Sellers Sellers hereby represent, warrant, and covenant to Buyer as follows:

  • Representations, Warranties and Covenants of the Issuer Upon the execution of the applicable Terms Agreement, the Issuer represents, warrants and covenants to each Underwriter as of the date hereof and as of the Closing Date (unless otherwise specified) as follows:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR Debtor represents, warrants and covenants as of the date of this Agreement and as of the date of each Collateral Schedule that:

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

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