Financial Representations definition

Financial Representations means all of the representations and warranties of Seller set forth in SECTION 3.31.
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Financial Representations. A "Credit Event" shall be deemed to have occurred with respect to Customer if National Fuel Gas Company's credit rating fails to meet both of the ratings in both of the indices set out in this Section 11.03. A "Credit Event" shall be deemed to have occurred with respect to SCPL if Westcoast Energy Inc.'s credit rating fails to meet both of the ratings in both of the indices set out in 11.03:
Sample 1
Financial Representations. The term "Financial Representations" shall mean all of the representations and warranties of Seller set forth in SECTION 3.31.
Sample 1

Examples of Financial Representations in a sentence

  • Financial Representations Included with the Catalyst SEC Documents are true, correct, and complete copies of the financial statements of Catalyst (the “Catalyst Accounting Date”), together with related statements of income, cash flows, and changes in shareholder’s equity for the fiscal year and interim period then ended (collectively, the “Catalyst Financial Statements”).

  • All the focus sectors identified by the Government of Andhra Pradesh.

  • The suspension of the judgment will be lifted as to any Settling Defendant if, upon motion by the Commission, the Court finds that Settling Defendant failed to disclose any material asset, materially misstated the value of any asset, or made any other material misstatement or omission in the Financial Representations identified above.

  • Financial Representations and Adjustment3.1 In the event that the audited PAT of the Semua Group for any of FY2010 and/or FY2011 is less than the amount(s) unconditionally and irrevocably guaranteed87 1st Affidavit of Kuah Geok Lin dated 21 July 2016, pp 32–36 and 46.

  • Financial Representations: Shipper represents and warrants that the financial assurances (including the Initial Financial Assurances and Security) (if any) shall remain in place throughout the term hereof, unless Shipper and Union agree otherwise.

  • VeriFone’s False Financial Representations in 1Q07, 2Q07 and 3Q07 26 16 1.

  • The suspension of the judgment will be lifted as to any Defendant if, upon motion by the Commission or Plaintiff, the Court finds that Defendant failed to disclose any material asset, materially misstated the value of any asset, or made any other material misstatement or omission in the Financial Representations identified above.

  • Sumatec does not dispute that there was a shortfall in the Financial Representations and that it was under a duty to make these good under OFRA.

  • McGuckin’s failure to plan and prepare for thisknown cost is further evidence that McGuckin has proven himself incompetent to manage the most basic components of VAC’s finances.F. History of VAC’s Inaccurate Financial Representations and Projections.

  • Defendants agree that the provisions of this Paragraph of the Consent Judgment do not limit the ability of the United States, including any of its agencies or departments, to seek any other relief, or to seek relief in another court or venue, concerning any inaccuracy or falsity in Defendants’ Financial Representations.


More Definitions of Financial Representations

Financial Representations. The figures set forth in Section 2.1 for Gross Royalty Assets, Gross Inventory Value and Unpaid 1998 Royalties are, except as reflected in a Purchase Price Adjustment, true and correct statements of, and the figure for 1999 Royalties represents the Seller's good faith estimate for, those amounts compiled in accordance with the provisions of Section 2.1 and consistently with the figures used by the Seller in compiling the financial statements included in the filings of the Parent under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Such financial statements set forth the information included therein in accordance with generally accepted accounting principles, consistently applied, and are in compliance with the Exchange Act and the rules and regulations promulgated by the Securities and Exchange Commission.
Sample 1

Related to Financial Representations

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

  • Additional Representation has the meaning specified in Section 3.

  • 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.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.3.

  • Parent Fundamental Representations means the representations and warranties of Parent and Merger Sub set forth in Sections 3.1(a) (Due Organization; Subsidiaries), 3.3 (Authority; Binding Nature of Agreement), 3.4 (Vote Required) and 3.18 (No Financial Advisors).

  • 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).

  • Buyer Fundamental Representations means the representations and warranties set forth in Section 5.1 (Organization and Qualification), Section 5.2 (Corporate Authorization), Section 5.3 (Binding Effect), Section 5.4 (Capitalization) and Section 5.16 (Brokers’ Fees).

  • 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 Representation has the meaning set forth in Section 9.1.

  • Purchaser Fundamental Representations means the representations and warranties set forth in Section 4.1 (Organization; Good Standing); Section 4.2 (Corporate Power; Enforceability); Section 4.3(a) (Non-Contravention) and Section 4.8 (Brokers).

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

  • 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.

  • 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.

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

  • 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.

  • 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.

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

  • 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.

  • 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.

  • Tax Representation Letters means the representations provided by Kontoor Brands and VF to Tax Advisers in connection with the rendering by Tax Advisers of the Tax Opinions.

  • 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;

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

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