Purchaser Specified Representations definition

Purchaser Specified Representations means the representations and warranties made in Section 2.3(a), Section 2.3(b)A Section 2.3(d) and Section 2.3(e);

Purchaser Specified Representations means the representations and warranties made in Section 4.01, Section 4.02 and Section 4.11.

Purchaser Specified Representations means the representations set forth in Sections 3.1 through 3.6 hereof, inclusive.

Examples of Purchaser Specified Representations in a sentence

• The Specified Representations and the Purchaser Specified Representations shall survive until the expiration of any applicable statute of limitations.

• The representations and warranties contained in this Agreement (other than the Specified Representations and the Purchaser Specified Representations) and in any certificate, instrument, document or agreement delivered pursuant to or in connection with this Agreement or the transactions contemplated hereby shall terminate at the close of business on the date that is [***].

• The Specified Representations and the Purchaser Specified Representations shall survive until the expiration of the applicable statute of limitations (or, if there is no applicable statute of limitations, until the fifth anniversary of the Closing).

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More Definitions of Purchaser Specified Representations

Purchaser Specified Representations means the representations and warranties contained in Section 4.1 (other than clause (b) thereof), Section 4.2, Section 4.5 and Section 4.7.

Purchaser Specified Representations means the representations and warranties contained in this Agreement under Section 4.01 and Section 4.02(a).

Purchaser Specified Representations shall have the meaning set forth in Section 9.02(c)(i).

Purchaser Specified Representations has the meaning set forth in Section 7.1(a).

Purchaser Specified Representations means the representations and warranties contained in Section 5.01, Section 5.02, Section 5.07, Section 5.08, Section 5.12 and Section 5.13.

Purchaser Specified Representations means the representations and warranties made in Section 4.01, Section 4.02, Section 4.07(a) and Section 4.09. “Reallocated Asset Value Adjustment” has the meaning given to such term in Section 5.11(c). “Reallocated Investment Asset” means any Investment Asset or portion thereof that is designated for inclusion in the Specified Portfolio during the period from the Reference Date through the Closing Date pursuant to terms of Section 5.11 or Section 3.19(b) and was, immediately prior to such designation, held by the Ceding Company or AHLIC but not allocated to the Specified Portfolio. “Reference Closing Statement” means the pro forma balance sheet of the Business as of the Reference Date set forth, for illustrative purposes, in Section 2.07(c)(i) of the Seller Disclosure Schedule (assuming, for this purpose, the Closing occurred, and that the Reinsurance Agreement became effective, as of the Reference Date). “Reference Date” means June 30, 2017. “Registered” means issued by, registered or filed with, renewed by or the subject of a pending application before, any Governmental Authority, social media service provider or Internet domain name registrar. “Reinsurance Agreement” has the meaning given to such term in the Recitals. “Reinsured Liabilities” has the meaning given to such term in the Recitals. “Representative” means, with respect to any Person, such Person’s Affiliates and the officers, directors, employees, agents, investment bankers, attorneys, financial advisers, accountants, actuaries or other representatives of such Person or any of its Affiliates. “Required Asset Value” means, as of any date of determination, the amount that would be required to be set forth on the line item labeled “Investments, cash, cash equivalents & accrued inv. Income” in the column labeled “Target Unit Items to be transferred” on a Closing Statement prepared as of such date. For the avoidance of doubt, “Required Asset Value” shall not include any assets required to support any new interest maintenance reserve that will be required to be established upon the transfer of Investment Assets from AHLIC to the Ceding Company in connection with the Pre-Closing Commutation.

Purchaser Specified Representations has the meaning set forth in Section 9.4(a) of this Agreement.