Broker Representations definition

Broker Representations means the representations and warranties of Sellers contained in Section 3.05 and Section 4.29.
Broker Representations means the representations and warranties of the Parties set forth in Section 3.18, Section 4.06, and Section 5.09.
Broker Representations means, collectively and individually, the representations and warranties of the Company contained in Section 2.02(o) and of the Sellers contained in Section 2.03(f).

Examples of Broker Representations in a sentence

  • Indemnity Losses arising under Sections 3.01, 3.02, 3.03, 4.01, 4.02, 4.04, 4.14(a), 4.17, 4.18 and the Title Representations, the Broker Representations or the Tax Representations shall be limited to the value of the Purchase Price paid and the share value awarded under the Restricted Stock Unit Agreement.

  • The Indemnification Basket shall not apply to Indemnity Losses arising under the Title Representations, the Broker Representations, the Tax Representations, Section 4.14(a), Section 4.19, Section 4.25, 6.01(c), or based upon fraud, willful misconduct, intentional misrepresentation or criminal activity on the part of any Seller.

  • The Ownership Representations and Broker Representations shall survive the Closing Date for a period that extends to its applicable statute of limitations.

  • Signature of Insured or Authorized Agent Date Signature of Agent DateFEIN or SSN XX-XXX7119The undersigned hereby warrants and agrees to the Agent or Broker Representations and Warranties set forth herein.

  • Except for the representations and warranties contained in Sections 2.1, 2.2, 2.3, 2.4, 2.5, 3.1, 3.2, 3.3, 3.4, 3.5, 3A.1 and 3A.2 (the "Ownership Representations"), Section 2.13 (the "Tax Representations") and Sections 2.21 and 3.7 (the "Broker Representations"), the representations and warranties of CSC, Seller, Parent and Acquisition made herein shall survive until, but not beyond, the date that is 180 days following the Closing Date.

  • The undersigned hereby warrants and agrees to the Agent or Broker Representations and Warranties set forth herein.

  • The agent or broker has read and agrees to the Agent or Broker Representations and Warranties section on page two of this agreement.

  • Neither (i) the aggregate amount of all payments to be made by CSC and the Seller in satisfaction of claims for indemnification pursuant to this Article 7 nor (ii) the aggregate amount of all payments to be made by Acquisition in satisfaction of claims for indemnification pursuant to this Article 7, shall exceed $50,000,000 (the “Cap”); provided, however, that the Cap shall not apply to breaches of the Ownership Representations or Broker Representations.

  • Signature of Insured or Authorized Agent Date Signature of Agent Date The undersigned hereby warrants and agrees to the Agent or Broker Representations and Warranties set forth herein.

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More Definitions of Broker Representations

Broker Representations. The Broker shall submit applications for loans, the requirements of which in terms of amounts, rates, security and other qualifying features will meet the guidelines established by ALB ( which may be adjusted from time to time) to meet ALB’s investors, capital partners, or correspondent requirements.

Related to Broker Representations

  • Company Representations means the representations and warranties of the Company expressly and specifically set forth in Article IV of this Agreement, as qualified by the Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • Tax Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • Major Representation means a representation or warranty with respect to the Borrower or the Merger Sub only under any of Clause 18.2 (Status) to Clause 18.6 (Validity and admissibility in evidence) inclusive.

  • DTC Representation Letter means the Blanket Letter of Representation from the Issuer and the Paying Agent to DTC which provides for a book-entry system, or any agreement between the Issuer and Paying Agent and a successor securities depository duly appointed.

  • Excluded Representations means the representations and warranties set forth in clause (iii) of Section 4.01(e) and in Section 4.01(f).

  • Specified Representations means the representations and warranties of the Borrower and set forth in Sections 5.01(a) (solely as it relates to the Loan Parties), 5.01(b)(ii), 5.02 (other than 5.02(b)), 5.04, 5.12, 5.15, 5.16 (subject to the proviso to Section 4.01(a)(iv)) and 5.20 (limited to the use of proceeds of the Loans on the Closing Date).

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Tax Representation Letters shall have the meaning set forth in Section 5.11(c).

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Purchaser Fundamental Representations means the representations and warranties of Purchaser set forth in Section 4.01, Section 4.02, Section 4.03 and Section 4.07.

  • PAYEE TAX REPRESENTATIONS Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Representations and Warranties means the representations and warranties mentioned in Clause 4 hereto;

  • Representation Agreement means the written agreement between a money transfer service provider and a representative of the money transfer service provider that states the terms on which the representative offers the money transfer service within Australia;

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authority; Enforceability), Section 3.2(a) (Non-contravention), Section 3.3 (Capitalization), Section 3.13 (Brokerage) and Section 3.20 (Affiliate Transactions).

  • Special Representations has the meaning set forth in Section 8.1.

  • Specified Purchase Agreement Representations means such of the representations made by or with respect to a Specified Target, its Subsidiaries and their respective businesses in the definitive documentation governing the applicable Specified Purchase (the “Specified Purchase Agreement”) as are material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates shall have the right to terminate its obligations under the applicable Specified Purchase Agreement as a result of a breach of such representations in the applicable Specified Purchase Agreement without expense (as determined without regard to any notice requirement and without giving effect to any waiver, amendment or other modification thereto that is materially adverse to the interests of the Lenders (as reasonably determined by the Administrative Agent), unless the Administrative Agent shall have consented thereto (such consent not to be unreasonably withheld, delayed or conditioned)).

  • Schedule of Representations means the Schedule of Representations and Warranties attached hereto as Schedule B.

  • Eligible Representations means those representations identified within the “Tests” included in Schedule B.

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.