Standard Representations definition

Standard Representations means all representations and warranties contained in this Agreement, any Schedule, any Exhibit, or any other certificate, document, or other writing delivered in connection with this Agreement (other than the Fundamental Representations and the Extended Exposure Representations).
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Standard Representations means all representations and warranties contained in this Agreement or any other Transaction Document, any Schedule, any Exhibit, or any other certificate, document, or other writing delivered in connection with this Agreement or other Transaction Document, in all cases, other than the Fundamental Representations.
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Standard Representations has the meaning set forth in Section 6.1(a).
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Examples of Standard Representations in a sentence

  • The Borrower makes the Standard Representations and Warranties set out in Schedule “A”.

  • Specific Drafting Points for Waiver Agreement (cont.) ● Other Standard Representations and Warranties: □ All Representations and Warranties in the Credit Agreement and other Loan Documents are true and complete on the date hereof as if made on such date.

  • The Company and the City have authorized and approved the use and distribution of this Official Statement, although the City has not reviewed or approved any matters herein and assumes no responsibility for the accuracy or completeness of the information herein except for the information under the caption “THE CITY” and “LITIGATION – The City” in this Official Statement.EXHIBIT D Standard Representations of the City 1.

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  • Sellers’ indemnification obligations for breach of the Standard Representations shall be limited to the amount to be outstanding(including interest) under the Promissory Note in accordance with its terms at the time a claim is made, whether or not scheduled payments or prepayments have been made.

  • The Borrower makes the Standard Representations and Warranties set out in Schedule "A" and in addition the following representations which shall apply to it and to its subsidiaries and each of the Guarantors: 1)The current beneficial and registered ownership of each of RENIN CA, RENIN US and HOLDINGS are as set out in the corporate organization chart attached as Schedule “B”.

  • Notwithstanding any other provision of this Article VIII, Seller will not have any indemnification obligations for Indemnifiable Losses under this Agreement for any breach of the Core Seller Representations in excess of the Purchase Price, less any amount paid by Seller with respect to an indemnification obligation relating to any of Seller’s Standard Representations.

  • The Borrower makes the Standard Representations and Warranties set out in Schedule "A".

  • Digital Electronics – Review of Basic Gates and Boolean algebra, Introduction to Combinational Logic Design, Standard Representations of Logical functions and their Simplification, Combinational Logic Design, Half Adder and Full Adders.

  • No claim for Damages shall be made with respect to the Standard Representations unless all Damages of all Purchaser Indemnified Persons hereunder, in the aggregate, exceed $875,000, in which case the Purchaser Indemnified Person shall be entitled to indemnification for all Damages from the first dollar (without regard to the limitation set forth in this Section 8.5(c)).


More Definitions of Standard Representations

Standard Representations means all representations and warranties (i) concerning the Sellers in Article III, (ii) concerning the Company in Article IV, (iii) concerning the Blocker in Article V, (iv) concerning Buyer in Article VI and Section 12.14, (v) contained in any Schedule to any such Article or Section, or (vi) contained in any of the Buyer’s Secretary Certificate, the Company’s Secretary Certificate, the Blocker’s Secretary’s Certificate or the Compliance Certificates (in each case, other than the Fundamental Representations and Extended Exposure Representations).
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Related to Standard Representations

  • 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).

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

  • 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).

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

  • 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).

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

  • 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 Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Additional Representation has the meaning specified in Section 3.

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

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

  • 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.

  • 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).

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

  • 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.

  • PAYEE 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.

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

  • 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.

  • 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.

  • 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—