Required Representations definition

Required Representations means, with respect to any Member involved in a Transfer of its Interests, representations and warranties by such Member with respect to its ownership of such Transferred Interests free and clear of all Liens and its authority to sell such Transferred Interests.
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Required Representations has the meaning set forth in Section 10.05(d).
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Required Representations. By signing Section 7, the registered representative of the Broker-Dealer or Registered Investment Advisor confirms on behalf of the Broker-Dealer that he or she: • has reasonable grounds to believe the information and representations concerning the investor identified herein are true, correct, and complete in all respects; • has discussed the investor’s prospective purchase of shares with such investor; • has advised such investor of all pertinent facts with regard to the lack of liquidity and marketability of the shares and other fundamental risks related to the investment in the shares, the restrictions on transfer of the shares and the risk that the investor could lose his or her entire investment in the shares; • has delivered to the investor the Prospectus required to be delivered in connection with this subscription; • has reasonable grounds to believe the investor is purchasing these shares for the account referenced in Section 4, and • has reasonable grounds to believe the purchase of shares is a suitable investment for such investor, and such investor meets the suitability standards applicable to the investor set forth in the Prospectus and such investor is in a financial position to enable the investor to realize the benefits of such an investment and to suffer any loss that may occur with respect thereto. In addition, the registered representative of the Broker-Dealer or Registered Investment Advisor represents that he or she and the Broker-Dealer, (i) are duly licensed and may lawfully offer and sell the shares in the state where the investment was made and in the state designated as the investor’s legal residence in Section 3; and (ii) agree to maintain records of the information used to determine that an investment in shares is suitable and appropriate for the investor for a period of six years.
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Examples of Required Representations in a sentence

  • All extramural applicants must complete and submit the Required Representations template available on eBRAP (https://ebrap.org/eBRAP/ public/Program.htm).

  • The closing of the sale of Interests to the Purchasing Partner(s) pursuant to this Section 9.1 shall be on an “as is” and “where is” basis with no representations or warranties other than the Required Representations.

  • Such ROFO Sale shall be on an “as is” and “where is” basis with no representations or warranties other than the Required Representations.

  • Additional references will not be acknowledged.o Required Representations and Certificationso Proof of Insuranceo Proof of required Business and Technical Licenses and Certificationso Amendmentso DO NOT SEND A COPY OF THE RFQ.o Extraneous info such as VIP letter, marketing materials, lists of past contracts or DD214s will not be considered.

  • Subject to Article and Article below, the following Holidays shall be granted with pay to Employees at the regular salary rate for their normal number of daily working hours: New Year's Day Heritage Day* Good Friday Victoria Day Canada Day Civic Holiday Labour Day Thanksgiving Day Working Day before Christmas Day Christmas Day Boxing Day Day is proclaimed, an Employee shall be granted one (I) day off to be taken during the month of February.

  • Any indemnification or other obligation assumed or incurred in connection with a Transfer shall be allocated among the Persons Transferring Units in connection with such Transfer in the same proportion as the consideration received by such Persons in connection with such Transfer, in each case other than with respect to the Required Representations.

  • The Chapter’s name shall always indicate that it is a Chapter of SSWLHC.

  • All Required Representations and Certifications and responses to Evaluation Questions are due by the RFP due date and time.

  • USAID will issue the award to the contacts specified by the applicant in its application documents and/or the Authorized Individuals submitted by the applicant in accordance with Section IV, Sub-Section 2, Required Representations and Certifications, Part VI, Other Statements of Recipient.

  • The following Required Representations and Certifications must be uploaded to the Prerequisites page as a part of a Respondent’s proposal.


More Definitions of Required Representations

Required Representations has the meaning set forth in Section 7.02(b). “Restructuring” has the meaning set forth in the introductory paragraph hereof. “Rules” has the meaning set forth in Section 12.09(b).
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Related to Required Representations

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

  • 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).

  • 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.

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

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

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

  • 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.

  • 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).

  • Additional Representation has the meaning specified in Section 3.

  • Repeating Representations means each of the representations set out in Clause 19.1.1 (Status) to Clause 19.1.6 (Governing law and enforcement), Clause 19.1.10 (No default) to Clause 19.1.19 (Pari passu ranking) and Clause 19.1.25 (Sanctions).

  • 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).

  • Eligible Representations means those representations identified within the “Tests” included in Schedule B.

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

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

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

  • 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).

  • 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 Representation has the meaning set forth in Section 9.1.

  • Investment Representation Letter As defined in Section 5.02(b).

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

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

  • 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.

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

  • 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.