Purchaser Guarantor Warranties definition

Purchaser Guarantor Warranties means the warranties referred to in Clause 15.1 given by the Purchaser Guarantor (Purchaser Warranties and Undertakings) and set out in Schedule 7 (Purchaser Guarantor Warranties);
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Purchaser Guarantor Warranties means the warranties given by the Purchaser Guarantor pursuant to clause 9 and set out in Part A of Schedule 4;
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Purchaser Guarantor Warranties means each warranty and representation set out in Schedule 10. Purchaser Parent Guarantee means the guarantee and indemnity in clause 11.
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Examples of Purchaser Guarantor Warranties in a sentence

  • The Purchaser Guarantor warrants to the Sellers that each of the Purchaser Guarantor Warranties is true and accurate in all respects and not misleading as at the date of this Agreement and as at the Completion Date.

  • Save as expressly provided in this Clause 13 (Purchaser and Purchaser Guarantor Warranties and Undertakings), the Vendor acknowledges and agrees that the Purchaser and Purchaser Guarantor give no warranty, representation or undertaking as to the accuracy or completeness of any information (including any of the forecasts, estimates, projections, budgets, statements of intent or statements of opinion) provided to the Vendor or any of its advisers or agents (howsoever provided).

  • This Amendment shall become effective when and only when this Amendment shall be executed and delivered by the Borrower and each Lender.

  • The Purchaser Guarantor gives the Purchaser Guarantor Warranties in favour of the Vendors on the date of this Agreement and the Purchaser Guarantor Warranties will be deemed to be repeated immediately before Completion.

  • The Purchaser and Purchaser Guarantor each acknowledge that the Vendors have entered into this Agreement and will complete this Agreement in reliance on the Purchaser Warranties and Purchaser Guarantor Warranties.

  • This paragraph will not limit the rights of the Vendor with respect to any breach of the Purchaser Guarantor Warranties.

  • Pledgor shall upon demand reimburse GBC for all reasonable costs, fees and GREYROCK BUSINESS CREDIT PLEDGE AGREEMENT ------------------------------------------------------------------------------ expenses (including without limitation * attorneys' fees, whether or not suit be brought), which are incurred by GBC in connection with, or arising out of, this Agreement.


More Definitions of Purchaser Guarantor Warranties

Purchaser Guarantor Warranties means the warranties given by the Purchaser Guarantor pursuant to clause 7 and Schedule 6; Purchaser Indentures means (1) the Indenture dated as of March 12, 2013, by and among the Borrower, the subsidiaries of the Borrower party thereto and U.S. Bank National Association, as trustee and the 6.125% notes issued thereunder, (2) the indenture dated as of July 4, 2014, by and among the Borrower, the subsidiaries of the Borrower party thereto and U.S. Bank National Association, as trustee and the 5.125% notes issued thereunder) and (3) the indenture dated as of February 11, 2015, by and among the Borrower, the subsidiaries of the Borrower party thereto and U.S. Bank National Association, as trustee and the 5.625% notes issued thereunder, in each case as amended, modified for supplemented prior to the date hereof;
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Purchaser Guarantor Warranties means the statements set out in Part B of Schedule 3 and Purchaser Guarantor Warranty means any one of them. Purchaser Warranties means the representations and warranties of the Purchaser set out in Part A of Schedule 3 and Purchaser Warranty means any one of them.
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Related to Purchaser Guarantor Warranties

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.

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

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

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

  • Seller Guarantor has the meaning set forth in the Preamble.

  • Seller Obligations means all present and future indebtedness, reimbursement obligations, and other liabilities and obligations (howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, or due or to become due) of the Seller to any Purchaser Party, Seller Indemnified Party and/or any Affected Person, arising under or in connection with this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby, and shall include, without limitation, all obligations of the Seller in respect of the Seller Guaranty and the payment of all Capital, Yield, Fees and other amounts due or to become due under the Transaction Documents (whether in respect of fees, costs, expenses, indemnifications or otherwise), including, without limitation, interest, fees and other obligations that accrue after the commencement of any Insolvency Proceeding with respect to the Seller (in each case whether or not allowed as a claim in such proceeding).

  • Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.

  • 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.

  • Seller Guaranty means a guaranty of payment and performance issued by a Seller Guarantor in the form attached to this Agreement as Exhibit V or in such other form as may be acceptable to Purchaser acting reasonably.

  • 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.

  • Tax Warranties means the warranties contained in Part 2 of Schedule 8;

  • Buyer Parties has the meaning set forth in the Preamble.

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • 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)).

  • 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.

  • 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 Documents has the meaning set forth in Section 3.2.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Closing Documents means the papers, instruments and documents required to be executed and delivered at the Closing pursuant to this 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 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).

  • Buyer Party means Buyer or any Affiliate of Buyer that is a party to any Transaction Agreement.

  • Buyer Documents has the meaning set forth in Section 5.2.