Excluded Representation definition

Excluded Representation means the representation and warranty set forth in Section 4.01(g).
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Excluded Representation means the representation and warranty set forth in clause (v) of Section 4.01(e).
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Excluded Representation means in relation to LUL, LRT and/or TfL, any representation in any of the NLTSC Documents, which if proved to be incorrect would be a Supervening Event within Clauses 25.1.1(b)(i) or 25.1.1(c)(i). Excluded Sidings Equipment means the items of equipment and other plant, machinery and apparatus referred to in paragraph 1.6 of the Particulars to the Sidings Licence.
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Examples of Excluded Representation in a sentence

  • With respect to (i) the matters described in Sections 6.1(a)(i) or 6.1(c)(i) relating to breach of any Excluded Representation, (ii) the matters described in Sections 6.1(a)(ii), or (iii) the matters described in Section 7.1, the aggregate maximum liability of the Sellers and of the Seller Indemnitors, as applicable, shall be the Purchase Price.

  • Excluded Representation means any statement, representation, warranty, promise, undertaking or agreement in connection with the Sale Shares or the Company made by a member of the Vendor Group or any person acting, or purporting to act, on behalf of a member of the Vendor Group or resulting from or implied by conduct made in the course of communications or negotiations in connection with the Sale Shares or the Company not expressly set out in this Deed.

  • Except as expressly provided otherwise herein, (a) each representation and warranty contained herein shall expire and be of no force and effect on, the first anniversary of the Closing Date, with the exception of the Excluded Representations; and (b) each Excluded Representation shall survive the Closing until the expiration of the applicable statute of limitations relating to the matters set forth in such Sections.

  • With respect to (i) the matters described in S ections 6.1(a)(i) or 6 .1(c)(i) relating to breach of any Excluded Representation, (ii) the matters described in S ections 6.1(a)(ii), or (iii) the matters described in S ection 7.1, the aggregate maximum liability of the Sellers and of the Seller Indemnitors, as applicable, shall be the Purchase Price.


More Definitions of Excluded Representation

Excluded Representation is defined in Section 8.6.
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Excluded Representation means a representation made under Clause 20.1 (Status), Clause 20.4 (Power and authority), Clause 20.2 (Binding obligations), Clause 20.3 (Non-conflict with other obligations), Clause 20.5 (Validity and admissibility in evidence) and Clause 20.19 (Security and Financial Indebtedness).
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Excluded Representation means the representations and warranties contained in Section 7.04, Sections 7.10(a), (c) and (d), the last sentence of Section 7.10(e), Section 7.12, Section 7.15, Section 7.17(a), the first and second sentences of Section 7.17(b), Section 7.19 and the second and third sentences of Section 7.20.
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Related to Excluded Representation

  • 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).

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Good Standing); Section 3.2 (Corporate Power; Enforceability); Section 3.3(a) (Company Board Approval); Section 3.3(b) (Anti-Takeover Laws); Section 3.4 (Requisite Stockholder Approvals); Section 3.5(a) (Non-Contravention); Section 3.7 (Company Capitalization); and Section 3.25 (Brokers).

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

  • 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.

  • Specified Acquisition Agreement Representations means the representations made by or on behalf of or relating to the Target, its subsidiaries or their respective businesses in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that Vertical/Trigen (or any of its applicable Affiliates) has the right to terminate its (or their) obligations under the Acquisition Agreement or decline to consummate the Acquisition as a result of the breach of such representations in the Acquisition Agreement.