Representation and Warranties definition

Representation and Warranties any representation or warranty at any time made by or on behalf of the Borrower or the Management Company in this Agreement, any Loan Document or in any certificate, written report or statement furnished to the Administrative Agent or the Lenders in connection therewith shall prove to have been untrue, incorrect or breached in any material respect on or as of the date on which the same was made or was deemed to have been made or repeated;
Sample 1
Representation and Warranties set forth in Article IX of the Loan Agreement, as amended, are true and correct as of the date of this Third Amendment;
Sample 1
Representation and Warranties means the representations and warranties of the Seller referred to in clause 3;
Sample 1

Examples of Representation and Warranties in a sentence

  • Notwithstanding anything to the contrary herein, the following provisions shall survive any termination hereof: Sections 10 (Defense of Claims), 11 (Access to Records), 12 (Management Fee), 15 (Disputes), 19 (Representation and Warranties) and 21 (Miscellaneous).

  • The Final Exhibit A may include additional representations and warranties that are in addition to, and do not modify or abrogate, the ones in this Representation and Warranties Section.

  • On the date hereof, each of the parties to this Deed makes the representations and warranties set out in Schedule 1 (Representation and Warranties) to this Deed to each of the other parties hereto.

  • Limitation of Liability, and Representation and Warranties of the Securityholders.

  • Limitation of Liability, and Representation and Warranties of the Securityholdersin the Base Prospectus applies.

  • All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Representation and Warranties, Access, Payment, Indemnification, and Arbitration sections.

  • ORIX shall have received a true and complete copy of an updated Representation and Warranties signed by Borrower, which reflects the Acquisition and in form and substance satisfactory to ORIX.

  • New Lender Selling Representation and Warranties Framework,” MBS News and Announcements, Fannie Mae, September 11, 2012; Federal Housing Finance Agency, “FHFA, Fannie Mae and Freddie Mac Launch New Representation and Warranty Framework,” news release, September 11, 2012.

  • Historical customer usage information is available electronically to retailers who have a Retail Service Agreement and a Representation and Warranties Agreement in effect.

  • ORIX shall have received a true and complete copy of Representation and Warranties signed by Borrower, in form and substance satisfactory to ORIX.


More Definitions of Representation and Warranties

Representation and Warranties. Substantially the same as the representations and warranties contained in the Credit Agreement, with appropriate changes thereto and any additional representations and warranties as are necessary in the context of the Transaction.
Sample 1

Related to Representation and Warranties

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

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

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

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

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

  • 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;

  • 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.

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

  • 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;

  • 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).

  • 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 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.

  • 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).

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

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

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • 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).

  • 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.

  • Warranty means any one of them.

  • 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.

  • Representation means any representation as to fact or law, including a representation as to the state of mind of—

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

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

  • 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).