Seller Fundamental Reps definition

Seller Fundamental Reps means the representations and warranties of Seller contained in Section 3.01 and Section 3.02.
Seller Fundamental Reps has the meaning set forth in Section 11.1;
Seller Fundamental Reps means those representations and warranties contained in the first sentence of Section 5.01 (Organization and Entity Power), Section 5.02 (Authorization), Section 5.03 (Title to Shares), and Section 5.07 (Brokerage).

Examples of Seller Fundamental Reps in a sentence

  • The maximum liability for Seller under this Agreement for breach of any Seller Fundamental Reps shall be the Purchase Price.

  • Seller shall not be liable to the Buyer Indemnitees for indemnification under Section 8.02(a) (other than with respect to a claim for indemnification based upon, arising out of, with respect to or by reason of any inaccuracy in or breach of any Seller Fundamental Reps or fraud) in excess of the then-remaining amount of the General Escrow Fund (the “Indemnification Cap”), which shall be the sole and exclusive source for recovery in respect of such indemnification claims.

  • The obligations set forth in this Section 8.1 shall be binding upon the successors, assigns, executors, administrators and other legal representatives of Executive.

  • If no deviations occur in that reporting period then the owner or operator shall report a negative declaration including the following information: 1) Emission Unit number and Control ID number;2) The beginning and ending date of the reporting period;3) Identification of the operating parameters being monitored;4) Number, duration, and cause of all exceedances of the parameters; and5) Description of the corrective action taken for each exceedance.

  • The Seller Fundamental Reps and Purchaser Fundamental Reps shall survive until 60 (sixty) days after the applicable statute of limitations or, if a statute of limitations does not apply with respect to such representation and warranty, until the eight (8) year anniversary of the Closing Date.


More Definitions of Seller Fundamental Reps

Seller Fundamental Reps means Section 4.01 (Organization and Qualification of Seller), Section 4.02 (Authority of Seller), Section 4.07 (Material Contracts), Section 4.08 (Title to Purchased Assets), Section 4.09 (Condition and Sufficiency of Assets),Section 4.10 (Intellectual Property), Section 4.17 (Taxes), and Section 4.19 (Investment Representations).
Seller Fundamental Reps is defined in Section 6.1(a).
Seller Fundamental Reps is defined in Section 6.1(a). “Seller Indemnified Party” is defined in Section 6.3. “Seller” is defined in the preamble.
Seller Fundamental Reps has the meaning set forth in Section 9.1. "Seller Indemnified Person" has the meaning set forth in Section 9.2(b). “Seller Officer’s Certificate” has the meaning set forth in Section 7.2(s). “Seller Secretary’s Certificate” has the meaning set forth in Section 7.2(t). “Seller’s 401(a) Plan” shall have the meaning set forth in Section 5.11.
Seller Fundamental Reps is defined in Section 8.3.1(a).
Seller Fundamental Reps means those representations and warranties contained in S ection 5.01 (Organization and Entity Power), S ection 5.02 (Authorization), S ection 5.03 (Title to Purchased Shares), and S ection 5.07 (Brokerage).
Seller Fundamental Reps has the meaning set forth in Section 13.1. “Seller Intellectual Property” has the meaning set forth in Section 2.1(e).