Partnership Fundamental Representations definition

Partnership Fundamental Representations has the meaning set forth in Section 8.7(b).
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Partnership Fundamental Representations means the representations and warranties of the Partnership or the General Partner set forth in Sections 4.1(a), 4.2, 4.5 and 4.6.
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Partnership Fundamental Representations means the representations and warranties in Sections 3.01, 3.02, 3.03, 3.04(a), 3.07, 3.09 and 3.27.
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Examples of Partnership Fundamental Representations in a sentence

  • The liability of the Partnership for the breach, violation or inaccuracy of any of the representations and warranties of the Partnership set forth in Article IV other than the Partnership Fundamental Representations shall be limited to claims for which Rice delivers written notice to the Partnership on or before the date that is 12 months after the Closing Date.

  • Notwithstanding the foregoing, the Ceiling Amount shall not apply to breaches or inaccuracies of the Partnership Fundamental Representations.

  • This letter, together with the applicable portions of the Merger Agreement, contains the entire understanding of the parties with respect to the subject matter hereof and supersedes all contemporaneous or prior agreements or understandings, both written and oral, between the parties with respect to the subject matter hereof.

  • For the avoidance of doubt, (i) SPPR and Western shall be fully liable (A) for Damages pursuant to Sections 8.2(a)(iii), 8.2(a)(iv), 8.2(b)(iii) and 8.2(b)(iv), as applicable, and for breaches of Fundamental Representations without regard to the Deductible or the Cap, and (ii) the Partnership shall be fully liable for Damages pursuant to Section 8.1(b) or 8.1(c) and for breaches of Partnership Fundamental Representations without regard to the Deductible or the Cap.

  • For the avoidance of doubt, ALJ shall be fully liable for Damages pursuant to Sections 8.2(b) or 8.2(c) and for breaches of Fundamental Representations without regard to the Deductible or the Cap and the Partnership shall be fully liable for Damages pursuant to Sections 8.1(b) or 8.1(c) and for breaches of Partnership Fundamental Representations without regard to the Deductible or the Cap.

  • If We fail to comply with Our legal obligations, consumers may be entitled to certain legal remedies including repair or replacement or price reductions.

  • The liability of the Partnership for the breach of any of the representations and warranties of the Partnership set forth in Article IV other than the Partnership Fundamental Representations shall be limited to claims for which Delek Energy delivers written notice to the Partnership on or before the date that is eighteen months after the Closing Date.

  • For the avoidance of doubt, the Partnership shall be fully liable for Damages pursuant to Section 7.1(b) or Section 7.1(c) and for breaches of Partnership Fundamental Representations without regard to the Basket or the Cap.

  • The Code of Good Practices for the Integration of Employment Equity into Human Resource Management Practices (hereafter known as the code) is used to assist human resource management departments to sustain growth while preventing unfair discrimination in the workplace.

  • The liability of the Partnership for claims pursuant to Section 7.1(b) or 7.1(c) and for breaches of Partnership Fundamental Representations shall not be limited as to time and shall continue indefinitely.


More Definitions of Partnership Fundamental Representations

Partnership Fundamental Representations means the representations and warranties contained in Sections 3.01, 3.03, 3.04, 3.05(a) and 3.05(c).
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Partnership Fundamental Representations means and is limited to the representations and warranties of the Partnership contained in the first sentence of Section 3.1 (Organization), Section 3.3 (Authority), Section 3.17 (Fees and Commissions) and Section 3.18(d) (Sufficiency of Assets).
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Partnership Fundamental Representations has the meaning ascribed to such term in Section 6.3. “Partnership Indemnified Parties” has the meaning ascribed to such term in Section 6.1.
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Partnership Fundamental Representations has the meaning set forth in Section 8.7(b). “Partnership Group” means, collectively, the Partnership and its Subsidiaries.
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Partnership Fundamental Representations means the representations and warranties of the GPM Parties set forth in the first sentence of Section 3.1(a), the first sentence of Section 3.1(b), the first sentence of Section 3.1(c), the first sentence of Section 3.1(d) and Sections 3.2, 3.7 and 3.12.
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Partnership Fundamental Representations means the representations and warranties contained in Section 5.1 (Organization), Section 5.2 (Validity of Agreement; Authorization), Section 5.8 (Brokers) and Section 5.9 (MLP Status).
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Related to Partnership Fundamental Representations

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authority; Enforceability), Section 3.2(a) (Non-contravention), Section 3.3 (Capitalization), Section 3.13 (Brokerage) and Section 3.20 (Affiliate Transactions).

  • Parent Fundamental Representations means the representations and warranties of Parent set forth in Section 5.1 (Corporate Existence and Power), Section 5.3 (Corporate Authorization), Section 5.6 (Finders’ Fees), Section 5.7 (Issuance of Shares), and Section 5.8 (Capitalization).

  • 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).

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Purchaser Fundamental Representations means the representations and warranties of Purchaser set forth in Section 4.01, Section 4.02, Section 4.03 and Section 4.07.

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

  • Fundamental Representation has the meaning set forth in Section 9.1.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.

  • Fundamental Reps means the representations and warranties set forth in (i) Section 2.1 (Organization, Standing and Power), (ii) Section 2.2(a) (Authority), (iii) Section 2.10 (Brokers), (iv) Section 2.11 (Title to Transferred Assets), (v) Section 3.1 (Organization, Standing and Power), (vi) Section 3.2(a) (Authority) and (vii) Section 3.4 (Brokers).

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

  • Excluded Representations means the representations and warranties set forth in clause (iii) of Section 4.01(e) and in Section 4.01(f).

  • Fundamental Warranties means the representations and warranties of Group Companies set forth in Sections 4.1 (Organization, Standing and Qualification), 4.2 (Capitalization and Other Particulars of the Group Companies), 4.3 (Due Authorization), 4.4 (Valid Issuance of Purchased Shares), 4.5 (No Conflicts), 4.6 (Compliance with Law; Licenses), 4.8 (Financial Statements) and 4.19 (Taxes).

  • 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).

  • Additional Representation has the meaning specified in Section 3.

  • 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.

  • 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.

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Fundamental research means basic and applied research in science and engineering, the results of which ordinarily are published and shared broadly within the scientific community, as distinguished from proprietary research and from industrial development, design, production, and product utilization, the results of which ordinarily are restricted for proprietary or national security reasons.

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

  • Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;

  • Specified Purchase Agreement Representations means such of the representations made by or with respect to a Specified Target, its Subsidiaries and their respective businesses in the definitive documentation governing the applicable Specified Purchase (the “Specified Purchase Agreement”) as are material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates shall have the right to terminate its obligations under the applicable Specified Purchase Agreement as a result of a breach of such representations in the applicable Specified Purchase Agreement without expense (as determined without regard to any notice requirement and without giving effect to any waiver, amendment or other modification thereto that is materially adverse to the interests of the Lenders (as reasonably determined by the Administrative Agent), unless the Administrative Agent shall have consented thereto (such consent not to be unreasonably withheld, delayed or conditioned)).

  • Representations and Warranties means the representations and warranties mentioned in Clause 4 hereto;

  • 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;

  • 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.

  • 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.

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