Company Representations definition

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.

Company Representations means the representations and warranties made by the Company with respect to the Company, its subsidiaries and their respective businesses in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the Sponsor (or one of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or their) obligations under the Acquisition Agreement (or otherwise decline to consummate the Acquisition without any liability) as a result of a breach of such representations and warranties in the Acquisition Agreement.

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

Examples of Company Representations in a sentence

• On the Closing Date, the Specified Representations shall be true and correct in all material respects and the Company Representations shall be true and correct as required by the terms of the definition thereof; provided that any such Specified Representations which are qualified by materiality, material adverse effect or similar language shall be true and correct in all respects.

• On the Closing Date, the Company Representations and Specified Representations shall be true and correct in all material respects.

• On the Closing Date, the Company Representations and the Specified Representations shall be true and correct in all material respects (or if qualified by “materiality,” “material adverse effect” or similar language, in all respects (after giving effect to such qualification)).

• On the Closing Date, the Specified Representations shall be true and correct in all material respects and the Company Representations shall be true to the extent a breach thereof would give Holdings (or one of Holdings’ Affiliates) the right (taking into account any applicable cure provisions) to terminate its obligations under the Acquisition Agreement or decline to consummate the Acquisition.

• Once the Indemnification Threshold has been exceeded for all Losses incurred or paid (without counting any Losses resulting from breaches of or inaccuracies in Fundamental Company Representations), the Indemnified Persons will be entitled to recover for all such Losses exceeding the Indemnification Threshold, subject to this Article 7.

More Definitions of Company Representations

Company Representations means the representations and warranties made by the Borrower with respect to the Borrower, its subsidiaries and their respective businesses in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or one of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its obligations under the Acquisition Agreement (or otherwise decline to consummate the Acquisition without any liability) as a result of a breach of such representations and warranties in the Acquisition Agreement.

Company Representations means the representations and warranties made by the Borrower with respect to the Borrower, its subsidiaries and their respective businesses in the Purchase Agreement as are material to the interests of the Lenders, but only to the extent that the Sponsor has the right (taking into account any applicable cure provisions) to terminate its obligations under the Purchase Agreement pursuant to Section 7.1.1(d) of the Purchase Agreement or decline to consummate the Preferred Stock Financing pursuant to Section 5.1 of the Purchase Agreement as a result of a breach of such representations and warranties in the Purchase Agreement.

Company Representations means the representations and warranties made by the Seller or Samson, in either case, with respect to the Samson Acquired Business in the Stock Purchase Agreement as are material to the interests of the Lenders, but only to the extent that Holdings (or one of its Affiliates) has the right to terminate its obligations under the Stock Purchase Agreement or decline to consummate the Acquisition as a result of a breach of such representations and warranties in the Stock Purchase Agreement.

Company Representations has the meaning given in Section 8.4.

Company Representations mean the representations made by or with respect to the Sellers and the Target under the Acquisition Agreement, but only to the extent that the U.S. Borrower or its Affiliates has the right to terminate its obligations under the Acquisition Agreement or the right not to consummate the Acquisition as a result of a breach of such representations in the Acquisition Agreement.

Company Representations shall have the meaning set forth in Section 10.2.5 below.

Company Representations means the representations and warranties made by BG Holding LLC with respect to itself and its subsidiaries in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that Holdings (or one of Holdings’ Affiliates) has the right (taking into account any applicable cure provisions) to terminate its obligations under the Acquisition Agreement or decline to consummate the Acquisition as a result of a breach of such representations and warranties in the Acquisition Agreement.