Certification as to Representations and Warranties Clause Samples
The 'Certification as to Representations and Warranties' clause requires a party to formally affirm that all statements and assurances made in the agreement are accurate and complete as of a specific date, often at closing. In practice, this means the certifying party must review their prior representations and confirm, typically in writing, that no material changes or undisclosed issues have arisen since the agreement was signed. This clause serves to protect the other party by ensuring that the factual basis for the transaction remains valid up to the point of completion, thereby reducing the risk of undisclosed problems or misrepresentations.
Certification as to Representations and Warranties. Each Originator, by accepting the Purchase Price related to each purchase or contribution of Receivables generated by such Originator, shall be deemed to have certified that the representations and warranties of such Originator contained in Article V, as from time to time amended in accordance with the terms hereof, are true and correct in all material respects (unless such representation or warranty contains a materiality qualification and, in such case, such representation and warranty shall be true and correct as made) on and as of such day, with the same effect as though made on and as of such day (except for representations and warranties which apply to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (unless such representation or warranty contains a materiality qualification and, in such case, such representation and warranty shall be true and correct as made) as of such earlier date).
Certification as to Representations and Warranties. Each Originator, by accepting the Purchase Price related to each purchase of Receivables generated by such Originator, shall be deemed to have certified that the representations and warranties contained in Article V, as from time to time amended in accordance with the terms hereof, are true and correct on and as of such day, with the same effect as though made on and as of such day (except for representations and warranties which apply to an earlier date, in which case such representations and warranties shall be true and correct as of such earlier date).
Certification as to Representations and Warranties. The Originator, by accepting the Purchase Price related to each purchase of Receivables generated by the Originator, shall be deemed to have certified that the representations and warranties contained in Article V are true and correct on and as of such day, with the same effect as though made on and as of such day.
Certification as to Representations and Warranties. Each Originator, by accepting the Purchase Price related to each purchase of Receivables generated by such Originator, shall be deemed to have certified that the representations and warranties contained in Article V are true and correct on and as of such day, with the same effect as though made on and as of such day.
Certification as to Representations and Warranties. Seller, by accepting the Purchase Price paid for each purchase of Receivables generated by Seller and the Related Assets of Seller, shall be deemed to have certified, with respect to the Receivables and Related Assets to be sold by it on such day, that its representations and warranties contained in Article V (excluding, with respect to any day after the Effective Date, Section 5.1(i)) are true and correct on and as of such day, with the same effect as though made on and as of such day.
Certification as to Representations and Warranties. Each Seller, by accepting the Purchase Price related to each purchase of Receivables (and Related Rights), shall be deemed to have certified that the representations and warranties contained in Article V are true and correct on and as of the day of such purchase, with the same effect as though made on and as of such day.
Certification as to Representations and Warranties. Seller, by accepting the Initial Purchase Price paid for each purchase of Purchased Receivables on any day, shall be deemed to have certified that its representations and warranties contained herein are true and correct on and as of such day, with the same effect as though made on and as of such day (except that any such representation or warranty that is expressly stated as being made only as of a specified earlier date shall be true and correct in all material respects as of such earlier date).
Certification as to Representations and Warranties. KBK, by accepting the Purchase Price paid for each purchase of Receivables and Related Assets on any day, shall be deemed to have certified that its representations and warranties contained in ARTICLE V are true and correct on and as of such day, with the same effect as though made on and as of such day.
Certification as to Representations and Warranties. (a) Each Originator, by accepting the Purchase Price related to each purchase of Receivables generated by such Originator, shall be deemed to have certified that the representations and warranties of such Originator contained in Article VI, as from time to time amended in accordance with the terms hereof, and each of the representations and warranties set forth in the RLSA concerning such Originator or the Receivables sold by such Originator under this Agreement, are true and correct in all material respects (unless such representation or warranty contains a materiality qualification and, in such case, such representation and warranty shall be true and correct as made) on and as of such day, with the same effect as though made on and as of such day (except for representations and warranties which apply to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (unless such representation or warranty contains a materiality qualification and, in such case, such representation and warranty shall be true and correct as made) as of such earlier date).
(b) The representations referenced in the immediately preceding paragraph shall be continuing and shall remain in full force and effect until the date of the final payment to the Buyer under RLSA Section 6.07.
Certification as to Representations and Warranties. COMPUCOM, by accepting the Purchase Price (whether in cash or by an increase in the principal amount outstanding under the Buyer Note) paid for each purchase of Receivables and Related Rights on any day, shall be deemed to have certified that its representations and warranties contained in Article V are true and --------- correct on and as of such day, with the same effect as though made on and as of such day.