EACH PARTY REPRESENTS AND WARRANTS THAT Clause Samples

This clause requires each party to formally declare and guarantee certain facts or conditions as true at the time of entering into the agreement. Typically, these representations and warranties may cover aspects such as authority to enter the contract, compliance with laws, or the accuracy of information provided. By including this clause, the agreement ensures that both parties are legally accountable for the truthfulness of their statements, thereby reducing the risk of misrepresentation and providing grounds for remedies if any declared facts prove to be false.
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EACH PARTY REPRESENTS AND WARRANTS THAT. IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. IN THE EVENT THAT THE SERVICE OR INFORMATION AND DATA ARE NOT AVAILABLE, INTERRUPTED, DELAYED, INCOMPLETE, INACCURATE, OR ARE OTHERWISE MATERIALLY AFFECTED AS A RESULT OF A FAILURE BY NASD TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, NASD WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE SERVICE OR INFORMATION AND DATA ARE NOT AVAILABLE, ARE DELAYED, ARE INTERRUPTED, ARE INCOMPLETE OR ARE NOT ACCURATE OR ARE OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAIN AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE FAULT OF NASD (EXCEPT FOR A REASON PERMITTED IN THIS AGREEMENT), PARTICIPANT’S EXCLUSIVE REMEDY AGAINST NASD SHALL BE, (A) IF PARTICIPANT CONTINUES TO RECEIVE THE SERVICE OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY NASD, A PRORATED MONTH’S CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED SERVICE TO NASD FROM PARTICIPANT FOR THE PERIOD AT ISSUE OR, (B) IF PARTICIPANT NO LONGER RECEIVES EITHER THE SERVICE OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY NASD, A PRORATED MONTH’S REFUND OF ANY MONIES DUE FOR THE AFFECTED SERVICE TO NASD FROM PARTICIPANT FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO NASD WITH ALL PERTINENT DETAILS. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).
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EACH PARTY REPRESENTS AND WARRANTS THAT a) It has full authority to enter into this Agreement and to fully perform its obligations hereunder; b) No agreement previously entered into by a Party will interfere with such Party’s performance of its obligations under this Agreement, including, without limitation, any agreement between an Individual Member and any record company or music publisher or licensing agent; and c) Each Party shall perform in compliance with any applicable laws, rules and regulations of any governmental agency.
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EACH PARTY REPRESENTS AND WARRANTS THAT. IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. IN THE EVENT THAT THE SERVICE IS NOT AVAILABLE, OR IS MATERIALLY INTERRUPTED, DELAYED, INCOMPLETE, INACCURATE, OR AFFECTED AS A RESULT OF A FAILURE BY FINRA TO PERFORM ITS
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EACH PARTY REPRESENTS AND WARRANTS THAT. 1.1 It has full legal right, power and authority to carry on its business and to enter into this Agreement and perform all of its obligations, terms and conditions hereunder; and
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EACH PARTY REPRESENTS AND WARRANTS THAT. IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. THE SYSTEM ALONG WITH ALL INFORMATION AND DATA IS PROVIDED AS IS. NASD WILL ENDEAVOR TO OFFER THE INFORMATION AND DATA AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE SYSTEM OR INFORMATION AND DATA IS NOT AVAILABLE AS A RESULT OF A FAILURE BY NASD TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, NASD WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE INFORMATION AND DATA IS NOT AVAILABLE, IS DELAYED, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE FAULT OF
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EACH PARTY REPRESENTS AND WARRANTS THAT. IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. IN THE EVENT THAT THE SERVICE IS NOT AVAILABLE, OR IS MATERIALLY INTERRUPTED, DELAYED, INCOMPLETE, INACCURATE, OR AFFECTED AS A RESULT OF A FAILURE BY FINRA TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA'S ENTIRE LIABILITY AND PARTICIPANT’S EXCLUSIVE REMEDY UNDER THIS LICENSE AGREEMENT FOR SERVICE OR PROGRAM DEFECTS SHALL BE, IN FINRA'S SOLE DISCRETION, EITHER (A) THE GOOD FAITH CORRECTION OR ATTEMPTED CORRECTION BY FINRA, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, OF REPRODUCIBLE PROGRAM DEFECTS OR THE PROVISION OF A BYPASS FOR A MATERIAL PROGRAMMING DEFECT. IN THE EVENT THAT THE SERVICE OR PROGRAM IS NOT AVAILABLE, IS MATERIALLY DELAYED, INTERRUPTED, INCOMPLETE, INACCURATE OR NEGATIVELY AFFECTED FOR
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Related to EACH PARTY REPRESENTS AND WARRANTS THAT

  • Reliance on Representations and Warranties Subscriber understands the Units are being offered and sold to Subscriber in reliance on exemptions from the registration requirements under the Securities Act, and analogous provisions in the laws and regulations of various states, and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of Subscriber set forth in this Agreement in order to determine the applicability of such provisions.

  • Representations and Warranties of the Undersigned The undersigned hereby represents and warrants to and covenants with the Company that:

  • Certain Representations and Warranties Each of the parties hereto represents and warrants to the other that, as of the date hereof; this Agreement has been duly and validly authorized by all necessary action (corporate, limited liability company or otherwise) on the part of such party, has been duly executed and delivered by such party and constitutes the valid and legally binding obligation of such party, enforceable against such party in accordance with its terms and conditions.

  • Representations and Warranties by Purchaser The Purchaser represents and warrants to the Seller that:

  • Representations and Warranties of the Purchaser As a material inducement to the Company to enter into this Agreement and issue and sell the Private Placement Warrants to the Purchaser, the Purchaser hereby represents and warrants to the Company (which representations and warranties shall survive each Closing Date) that: