Updating of Operating Representations and Warranties Sample Clauses

Updating of Operating Representations and Warranties. As from the date hereof and by the Closing Date, the Company shall be entitled to update the Operating Representations and Warranties, provided that they exclusively reflect facts occurring between the date hereof and the Closing Date (inclusive) and that affect the accuracy and completeness of the Operating Representations and Warranties provided herein. The Company may not update the representations and warranties provided in this Agreement if the changes or updates occurred are (i) related to a period prior to the date of execution of this Agreement; and/or (ii) arising from noncompliance with any obligations undertaken by the Sellers and/or the Company. For the avoidance of doubt, the updating of the Operating Representations and Warranties provided herein shall not affect Buyer’s right to indemnity pursuant to Chapter 10.
Sample 1
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Related to Updating of Operating Representations and Warranties

  • Ongoing Representations and Warranties If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, it will provide prompt written notification to the Sub-Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

  • Continuing representations and warranties The Borrower represents and warrants to the Bank that:

  • Party A’s Representations and Warranties Party A represents and warrants as follows:

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Depositor’s Representations and Warranties The Depositor represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

  • Certain Representations and Warranties Each of the parties hereto represents and warrants to the other that, as of the date hereof; this Agreement has been duly and validly authorized by all necessary action (corporate, limited liability company or otherwise) on the part of such party, has been duly executed and delivered by such party and constitutes the valid and legally binding obligation of such party, enforceable against such party in accordance with its terms and conditions.

  • Reaffirm Existing Representations and Warranties Each representation and warranty of Borrower contained in the Credit Agreement and the other Loan Papers is true and correct on the date hereof and will be true and correct after giving effect to the amendments set forth in Section 1 hereof.

  • BORROWER'S REPRESENTATIONS AND WARRANTIES Borrower represents and warrants that:

  • DEBTOR'S REPRESENTATIONS AND WARRANTIES Debtor represents and warrants to Secured Party:

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

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