WARRANTIES OF TW UK Sample Clauses

WARRANTIES OF TW UK. 32 4.1 Organization and Qualification; Authority.........................................................32 4.2 Subsidiaries......................................................................................32 4.3 Licenses..........................................................................................33 4.4 Organizational and Governmental Authorization; Contravention......................................34 4.5 Validity and Binding Effect.......................................................................34 4.6 Capitalization....................................................................................34 4.7 Litigation; Compliance with Laws; Breaches........................................................35 4.8
Sample 1
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WARRANTIES OF TW UK. As a material inducement for the Purchasers to enter into this Agreement and subscribe for the Purchasers' Securities, TW UK hereby warrants to the Purchasers that the statements contained in this Article IV are correct and complete as of the date of this Agreement. In this Article IV, where any statement is qualified by the awareness or knowledge of TW UK or other similar expression, TW UK shall be deemed to have the knowledge it would have had if it had made reasonable inquiries to ascertain whether the Warranties in question were correct in all material respects and not misleading in any material respect, including reasonable inquiry of the Officers of and such management personnel of each of the Group Companies as they deemed appropriate.
Sample 1

Related to WARRANTIES OF TW UK

  • Warranties of the Company The Company represents and warrants to, and agrees with you, as set forth below:

  • REPRESENTATIONS AND WARRANTIES OF TARGET 8 2.1 Organization, Standing and Power................................ 8 2.2

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

  • Representations and Warranties of XXXX XXXX hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date:

  • Representation and Warranties of the Company The Company hereby makes the following representations and warranties to the Purchaser:

  • Warranties of Seller Seller represents and warrants to Buyer as follows:

  • REPRESENTATIONS AND WARRANTIES OF XXXXX Xxxxx hereby represents and warrants to the Company as follows:

  • Representations and Warranties of Holdco HoldCo hereby represents and warrants to the Investors that (a) it is duly incorporated, validly existing and in good standing under the laws of the jurisdiction in which it is formed and has all requisite corporate or similar power and authority to execute, deliver and perform this letter agreement; (b) the execution, delivery and performance of this letter agreement have been duly authorized by all necessary action on HoldCo’s part and do not contravene any provision of HoldCo’s organizational documents or any Law, regulation, rule, decree, order, judgment or contractual restriction binding on HoldCo or its assets; (c) all consents, approvals, authorizations, permits of, filings with and notifications to, any governmental authority necessary for the due execution, delivery and performance of this letter agreement by HoldCo have been obtained or made and all conditions thereof have been duly complied with, and no other action by, and no notice to or filing with, any governmental authority or regulatory body is required in connection with the execution, delivery or performance of this letter agreement; and (d) this letter agreement has been duly and validly executed and delivered by HxxxXx and (assuming due execution and delivery of this letter agreement, the Merger Agreement and the Limited Guarantee by all parties hereto and thereto, as applicable, other than HoldCo) constitutes a legal, valid and binding obligation of HoldCo enforceable against HoldCo in accordance with its terms, subject to the Enforceability Exceptions.

  • REPRESENTATIONS AND WARRANTIES OF THE CONTRIBUTOR The Contributor represents and warrants to the Operating Partnership as set forth below in this ARTICLE 2. Notwithstanding any other provision of the Contribution Agreement or this EXHIBIT E, the Contributor makes representations, warranties and indemnities only with respect to: (i) the Properties identified on EXHIBIT A to the Contribution Agreement (the "Property" or the "Properties"), and (ii) the interests in the Partnerships to be transferred by the Contributor.

  • Representations and Warranties of the Client A. The Client hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

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