Compliance Representations definition

Compliance Representations means the representations and warranties contained in Section 3.02 (Organization, Authority and Qualification of the Company), Section 3.13 (Compliance with Laws; Permits), Section 3.14(f) (Environmental Matters), and Section 3.22(a) (Certain Laws and Regulations; Sanctions). ACTIVE 209289734v.13
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Compliance Representations means the representations and warranties set forth in the third sentence of Section 3.6 (Material Contracts) (solely as it relates to a default by the Company or any Purchased Subsidiary), Section 3.8 (Compliance with Applicable Laws; Permits), Section 3.9 (Certain Regulatory Matters) (other than paragraph (p) thereof), the last sentence of Section 3.11(b) (Employees), the second and third sentence of Section 3.13(b) (Intellectual Property) and the first sentence of Section 3.15 (Data Privacy).
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Compliance Representations means the representations and warranties in Section 3.12 (Taxes), 3.15 (Employee Benefits), and 3.16 (Environmental Compliance).
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Examples of Compliance Representations in a sentence

  • Compliance Representations are partly express and partly implied.

  • Each of the Compliance Representations was a continuing representation throughout the Relevant Period.

  • Business Compliance Representations are partly express and partly implied.

  • The Compliance Representations were by their nature continuing until corrected or qualified, and paragraph 152 is repeated.


More Definitions of Compliance Representations

Compliance Representations. Is defined in Section 7.1.
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Compliance Representations means all representations and warranties contained in Section 3.9 (Taxes).
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Related to Compliance Representations

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

  • 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 Company Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • 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.

  • 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.

  • Excluded Representations has the meaning set forth in Section 7.3(a).

  • Compliance Report means, as applicable in relation to the test being conducted, a report containing the results of the Compliance Tests carried out by State Street.

  • Representation means any representation as to fact or law, including a representation as to the state of mind of—

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

  • 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.

  • 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.

  • Repeating Representations means each of the representations set out in Clause 18.1 (Status), to Clause 18.22 (No Material Adverse Effect) other than Clause 18.3 (Binding Obligations), Clause 18.6 (Governing law and enforcement), Clause 18.7 (Deduction of Tax), Clause 18.8 (No filing or stamp taxes), paragraphs (a) and (b) of Clause 18.10 (No misleading information) and Clause 18.13 (No proceedings pending or threatened).

  • Representation Letters means the statements of facts and representations, officer’s certificates, representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS or other Tax Authority) delivered by EQT, SpinCo or any of their respective Affiliates or representatives in connection with the rendering by Tax Advisors, and/or the issuance by the IRS or other Tax Authority, of the Tax Opinions/Rulings.

  • 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;

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

  • Representations and Warranties The energy service under this Agreement will meet the applicable LDU’s standards and may be supplied from a variety of sources. Tomorrow Energy makes no representations or warranties other than those expressly set forth in this Agreement, and Tomorrow Energy expressly disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

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

  • Trading Compliance Policy means the written policy of the Company pertaining to the purchase, sale, transfer or other disposition of the Company’s equity securities by Directors, Officers, Employees or other service providers who may possess material, nonpublic information regarding the Company or its securities.

  • Representation Date shall have the meaning ascribed to such term in Section 4(k).

  • 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.

  • 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.

  • Compliance Review means an inspection of the home, grounds, and files to determine compliance with these regulations.

  • Disclosure Undertaking means the Issuer’s master undertaking to provide ongoing disclosure relating to certain obligations contained in the SEC Rule in connection with the general obligation notes of the Issuer issued after February 27, 2019, as implemented by Ordinance Number 50-933 of the Issuer.

  • Specified Acquisition Agreement Representations means the representations and warranties made by, or with respect to, the Target and its subsidiaries in the Acquisition Agreement that are material to the interests of the Lenders, but only to the extent that the Borrower (or its applicable affiliate) has the right (taking into account applicable cure provisions) to terminate its obligations under the Acquisition Agreement or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof) as a result of a breach of any such representations and warranties.