Representations and Warranties of Seller definition

Representations and Warranties of Seller shall have the meaning assigned to it in Section 6.1.
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Representations and Warranties of Seller means all of the representations and warranties of Seller set forth in Article 4, including the statements in the Schedules referred to in Article 4, and the statements of Seller set forth in the certificate delivered by Seller at Closing pursuant to Section 9.1(d). All Representations and Warranties of Seller shall survive the Effective Time regardless of any investigation at any time made by or on behalf of LifeQuest. The covenants and agreements made by Seller herein, shall continue until all obligations with respect thereto shall have been performed or satisfied or shall have been terminated in accordance with their respective terms.
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Examples of Representations and Warranties of Seller in a sentence

  • Section 3.01 Representations and Warranties of Depositor 3 Section 3.02 Representations and Warranties of Seller 4 ARTICLE IV.

  • Representations and Warranties of Seller with respect to the Seller Property.

  • SECTION 3.1 Representations and Warranties of Seller 4 SECTION 3.2 Representations and Warranties of Purchaser 6 SECTION 4.1 Protection of Title of Purchaser.

  • REPRESENTATIONS AND WARRANTIES 2.1 Representations and Warranties of Seller.

  • Repurchase or Substitution of Mortgage Loans; Representations and Warranties of Seller as to the Mortgage Loans.

  • SECTION 2.05 Discovery of Breach; Repurchase or Substitution of Mortgage Loans; Representations and Warranties of Seller as to the Mortgage Loans.

  • The provisions of this Agreement shall not merge with the delivery of the Deed, but shall survive the Closing indefinitely, except that the Representations and Warranties of Seller in Section 5 above shall terminate at 11:59 p.m. Pacific Time on the Survival Expiration Date.

  • Representations and Warranties of Seller Relating to the Agreement and the Receivables 15 Section 4.03.

  • Buyer agrees that with respect to the property, Buyer has not relied upon and will not rely upon, either directly or indirectly, any Representation or Warranty of Seller except for Specific Representations and Warranties of Seller set forth in this Agreement or in the Closing Documents.

  • Representations and Warranties of Seller and Servicer - Washington Mutual Mortgage Securities Corp.

Related to Representations and Warranties of Seller

  • 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;

  • 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.

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

  • 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.

  • 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).

  • 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.

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

  • Warranty means any one of them.

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

  • 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).

  • 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).

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

  • 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.

  • 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.

  • 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).

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • 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;

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