Special Representations definition

Special Representations has the meaning set forth in Section 8.1.

Special Representations has the meaning set forth in Section 5.01.

Special Representations shall have the meaning set forth in Section 8.4.

Examples of Special Representations in a sentence

• Information in proposal files shall not be released until a contract has been executed or all proposals have been rejected.

• The parties acknowledge and agree that the Sellers' Special Representations and the Buyers' Special Representations shall survive indefinitely, and that any claims in respect thereof may be made at any time following the Closing.

• Notwithstanding anything to the contrary contained in Section 9.1(a), but subject to Section 9.1(d) the Special Representations shall survive the Closing Date and the Effective Time and shall remain in full force and effect indefinitely.

• Except for actions or claims for fraud and the Special Representations, after the Closing, this Article 6 shall provide the sole and exclusive remedy for any misrepresentation or breach of any warranty pursuant to the provisions of this Agreement or any certificate or other writing delivered pursuant hereto.

• Notwithstanding anything to the contrary in this Agreement, the limitations set forth in Sections 9.6(a) and 9.6(b) shall not apply to Losses arising from: (i) the Excluded Liabilities; (ii) the Unauthorized Practice of Law; (iii) lack of full compliance with immigration Law in connection with employees; (iv) the fraud of Seller; or (v) a breach by Seller of the Special Representations.

More Definitions of Special Representations

Special Representations has the meaning set forth in Section 10.1.

Special Representations means, with respect to Sellers and Companies, the representations and warranties in Article III, and Sections 4.01, 4.02, 4.03, 4.05, 4.06, 4.11, 4.18, 4.20, 4.21 and 4.22.

Special Representations means those representations and warranties set forth in Section 3.16 (Compliance with Applicable Laws), Section 3.19 (Health, Safety and Environment), Section 3.20 (Taxes) and Section 3.23 (Employee Benefit Plans).

Special Representations means the representations and warranties set forth in Sections 4.10 (Regulatory Matters), 4.15 (Intellectual Property), 4.20 (Employee Benefits), 4.21(c) (Labor and Employment Matters), and 4.25 (Certain Payments).

Special Representations means those representations and warranties contained in 2.1 (Due Organization; Subsidiaries; Etc.) 2.2(a) (Authority; Binding Nature Of Agreements), 2.6 (Title to Purchased Assets), 2.10(d) (Intellectual Property), 2.23 (Brokers); and 3.2(a) (Authority; Binding Nature Of Agreements).

Special Representations means the representations and warranties of Sellers and the Company (as applicable) contained in Section 3.5 (Brokers and Finders), Section 4.18 (Environmental Matters), Section 4.27 (Brokers and Finders), and Section 5.7 (Brokers and Finders).

Special Representations means any representations or warranties relating to, or made pursuant to, the Capitalization and Closing Payment Amount Certificate or Sections 3.3 (capitalization), 3.4 (authorization) or 3.15 (taxes) of this Agreement.