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No Untrue Statements definition

No Untrue Statements. No statement by Seller contained in this Agreement and no written statement contained in any certificate or other document required to be furnished by Seller or any officer, employee, counsel or other agent of Seller to Buyer pursuant to or in connection with this Agreement contains or will contain any untrue statement of a material fact, or omits or will omit a material fact necessary in order to make the statements therein contained not misleading.
Sample 1

Examples of No Untrue Statements in a sentence

  • First, Plaintiff argues that the repurchase remedy in these contracts was “not designed as a remedy for pervasive breaches and misrepresentations” that Plaintiff purports to allege, and that the No Untrue Statements Representation provides relief for anything more than the “occasional Defective Loan.” Opp’n at 16-17.

  • Under this strained reading, however, every breach of a Mortgage Representation would also breach the No Untrue Statements Representation, and Plaintiff would never be limited to the sole remedies for which it contracted for breaches of the Mortgage Representations.

  • It is those statements to which the No Untrue Statements Representation applies.Fifth, and finally, Plaintiff argues that rescission is available without addressing any of the authority cited in Nomura’s opening brief holding that Plaintiff may not obtain rescissory relief.12 Breaches of Mortgage Representations, if they existed, do not defeat the “entire purpose” of the parties’ agreements.

  • Plaintiff next argues that it can obtain full contract damages for breaches of the Mortgage Representations because those breaches also are breaches of the No Untrue Statements Representation.

  • The No Untrue Statements Representation – a broad statement of general applicability not tied in any way to the Mortgage Loans – does not expand the remedies available for breaches of the Mortgage Representations beyond those specified in the contracts.

  • Plaintiff has no right under the agreements to pursue remedies for breach of the Mortgage Representations beyond the sole remedies specified in the agreements.Fourth, Plaintiff argues that Nomura’s construction would “excise” the No Untrue Statements Representation from the PSA.

  • Brett Tremaine and Thomas Simmons are the individuals employed or affiliated with Majestic that have the most knowledge and information regarding the representations and warranties made in this Section 9.02; (l) No Untrue Statements.

  • Plaintiff asserts that it sufficiently alleges a violation of the No Untrue Statements Provision of section 7 in connection with all four securitizations.

  • They did not.Second, Plaintiff claims that the No Untrue Statements Representation applies because the same alleged misstatements about the Mortgage Loans were repeated in other documents.

Related to No Untrue Statements

  • untrue statement means any untrue statement or alleged untrue statement, or any omission or alleged omission to state in the Registration Statement a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

  • Statement of Grievance shall name the employee involved, shall state the facts giving rise to the grievance, shall identify by appropriate reference all the provisions of this Master Contract alleged to be violated, shall state the contention of the employee and of the Association with respect to these provisions, and shall indicate the specific relief requested.

  • Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.

  • Status with regard to public assistance means the condition of being a recipient of federal, state, or local assistance, including medical assistance, or of being a tenant receiving federal, state, or local subsidies, including rental assistance or rent supplements.

  • Public Reports includes all reports filed by Company under the Act or the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two full fiscal years preceding the Effective Date and thereafter.

  • Misstatement means an untrue statement of a material fact or an omission to state a material fact required to be stated in a Registration Statement or Prospectus, or necessary to make the statements in a Registration Statement or Prospectus (in the light of the circumstances under which they were made) not misleading.

  • Fraud means any offence under Laws creating offences in respect of fraudulent acts or at common law in respect of fraudulent acts in relation to the Contract or defrauding or attempting to defraud or conspiring to defraud the Crown.

  • Closing Statements has the meaning set forth in Section 3.3(b).

  • Statements has the meaning assigned to such term in Section 2.18(g).

  • Material Facts shall have the meaning set forth in Section 2.3.6(a).

  • Public Filings means the reports, schedules, forms, statements and other documents filed by the Company or Bezeq with the SEC or the ISA, as applicable, and publically available at least two (2) Business Days prior to the date of this Agreement.

  • Violent juvenile felony means any of the delinquent acts enumerated in subsection B or C of

  • Certification Practice Statement means a statement issued by a Certifying Authority to specify the practices that the Certifying Authority employs in issuing Digital Signature Certificates;

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Independent Certified Public Accountant means a person duly registered in good standing and entitled to practice as a certified public accountant under the laws of the place of his residence or principal office and who is in fact independent. In determining whether an accountant is independent with respect to a particular person, appropriate consideration should be given to all relationships between the accountant and that person or any affiliate thereof. Determination of an accountant’s independence shall not be confined to the relationships existing in connection with the filing of reports with the awarding authority.

  • Non-Public Data means data, other than personal data, that is not subject to distribution to the public as public information. It is deemed to be sensitive and confidential by the State of Utah and the federal government because it contains information that is exempt by state, federal and local statutes, ordinances, or administrative rules from access by the general public as public information.

  • Certified public accountant means an individual who is either of the following:

  • Public statement means a statement made in the ordinary course of business of the public body with the intent that all other members of the public body receive it.

  • written statement means the written statement that the owner of the protected site is required to give to the occupier by section 1(2) of this Act.”

  • Audited Statements means the Consolidated balance sheets of the Borrower as at December 31, 2000, and the related Consolidated statements of income and cash flows of the Borrower for the fiscal year then ended, accompanied by the opinion thereon of the Borrower's independent public accountants.

  • Public Documents As defined in Section 4.02(a) of this Agreement.

  • reporting_reference_date immediate_parent_undert aking_identifier";"ultimate_parent_undertaking_identif ier" Alpha-numeric Semicolon-separated string of all column names. Field names are put in double quotation marks. 1 reporting_agent_identifier Variable characters (50) 50 riad counterparty domain 2 counterparty_identifier Variable characters (60) 60 identifier domain 3 reporting_reference_date Date reporting reference date 4 immediate_parent_undertaking_identifier Variable characters (60) 60 identifier domain 5 ultimate_parent_undertaking_identifier Variable characters (60) 60 identifier domain 2.4.42 protection_provider_default_data.csv 1 "reporting_agent_identifier";"obsrvd_agnt_cd";"count erparty_identifier";"reporting_reference_date";"crdt_q lty_dflt_stts_ancrdt_cllctn_code";"dt_dflt_stts" Alpha-numeric Semicolon-separated string of all column names. Field names are put in double quotation marks. 1 reporting_agent_identifier Variable characters (50) 50 riad counterparty domain 2 obsrvd_agnt_cd Variable characters (50) 50 riad counterparty domain 3 counterparty_identifier Variable characters (60) 60 identifier domain 4 reporting_reference_date Date reporting reference date 5 crdt_qlty_dflt_stts_ancrdt_cllctn_code Variable multibyte (255) 255 code 6 dt_dflt_stts Date date with exclusions

  • Quasi-public Agency means the Connecticut Development Authority, Connecticut Innovations, Incorporated, Connecticut Health and Educational Facilities Authority, Connecticut Higher Education Supplemental Loan Authority, Connecticut Housing Finance Authority, Connecticut Housing Authority, Connecticut Resources Recovery Authority, Connecticut Hazardous Waste Management Service, Capital City Economic Development Authority, Connecticut Lottery Corporation, or as this definition may otherwise be modified by Title 1, Chapter 12 of the Connecticut General Statutes concerning quasi-public agencies.

  • Internal confidentiality agreement or statement means a confidentiality agreement or any other written statement that the contractor requires any of its employees or subcontractors to sign regarding nondisclosure of contractor information, except that it does not include confidentiality agreements arising out of civil litigation or confidentiality agreements that contractor employees or subcontractors sign at the behest of a Federal agency.

  • Disclosure Order has the meaning set forth in Section 10.7.

  • Financial Statements Date shall have the meaning ascribed to it in Section 3.7.

Most Referenced Clauses

Most Referenced Definitions