Incorrect Representation or Warranty Clause Samples
The Incorrect Representation or Warranty clause defines the consequences and remedies available if a party makes a false or inaccurate statement of fact or assurance within a contract. Typically, this clause allows the non-breaching party to seek remedies such as damages, contract termination, or specific performance if it is discovered that a representation or warranty was untrue when made. Its core practical function is to allocate risk and ensure accountability by providing recourse when one party relies on inaccurate information provided by the other, thereby protecting the integrity of the contractual relationship.
Incorrect Representation or Warranty. Any representation or warranty contained in, or made in connection with the execution and delivery of, this Loan Agreement or Grant Application or in any provided information proves to be incorrect.
Incorrect Representation or Warranty. Any representation or warranty made by the Borrowers in this Agreement or in any certificate or other instrument delivered hereunder or pursuant hereto or in connection with any provision hereof shall prove to be false or incorrect in any material respect on the date as of which made, unless within 30 days after written notice to the Borrowers from the Administration Agent the Borrowers shall have reconfirmed such representation or warranty as being true and correct as of the date of such reconfirmation and such representation or warranty is in fact true and correct as of such date;
Incorrect Representation or Warranty. Each Obligor must promptly notify the Agent if any representation or warranty made by it or any Obligor or on its behalf in connection with a Finance Document is found to have been incorrect or misleading in a material respect when made.
Incorrect Representation or Warranty. Any representation or warranty made by any Loan Party or any officer of any Loan Party under this Agreement, any other Loan Document or any amendment, waiver or modification of any of the terms thereof shall prove to have been incorrect or misleading when made in any material respect.
Incorrect Representation or Warranty. If any representation or warranty contained in, or made in connection with the execution and delivery of, this Agreement, any Collateral Document or in any agreement, certificate or other document furnished pursuant thereto, shall prove to have been incorrect when made in any material respect.
Incorrect Representation or Warranty. If any representation or warranty contained in or made in connection with the execution and delivery of this Loan Agreement, or in any certificate furnished pursuant hereto, shall prove to be incorrect or to have been incorrect when made in any material respect; and
Incorrect Representation or Warranty. If Buyer obtains actual knowledge prior to the expiration of the Inspection Period that any representation or warranty of Seller herein is incorrect in any material respect, but Buyer nonetheless proceeds under this Agreement to the close the Transaction without notifying Seller of Buyer’s knowledge of such incorrectness prior to the expiration of the Inspection Period, then Buyer will be deemed to have forever waived any right to recover from Seller on account of such incorrectness. If Buyer obtains actual knowledge prior to the Closing Date that any representation or warranty of Seller herein is incorrect in any material respect, Buyer may notify Seller of such incorrectness prior to Closing. Upon receiving any such notification, Seller shall have the right to take such action as shall be necessary to render correct the representation or warranty which was incorrect in any material respect prior to the Closing Date; provided, however, if Buyer notifies Seller of such incorrectness within the five (5) Business Days prior to the Closing Date, then the Closing Date may be extended up to five (5) Business Days to allow Seller time to render correct the incorrect representation or warranty. In no event shall Seller be liable to Buyer for, or be deemed to be in default hereunder, nor shall Buyer have the right to terminate this Agreement by reason of any breach of representation or warranty which results from any change that (i) occurs between the Effective Date and the Closing and (ii) is either expressly permitted under the terms of this Agreement or does not result from a breach of this Agreement by Seller. If Buyer obtains actual knowledge prior to the Closing Date that any representation or warranty of Seller herein is incorrect in any material respect but nevertheless elects to proceed to close the Transaction despite such incorrectness, then Buyer will be deemed to have forever waived any right to recover from Seller on account of such incorrectness.
Incorrect Representation or Warranty. The Lender determines SAMPLE that any material representation, warranty or certification contained in, or made in connection with the Application, the execution and delivery of this Agreement, or in any document related hereto, including any disbursement request, shall prove to have been incorrect.
Incorrect Representation or Warranty. It will notify the Administrative Agent and each Funding Agent promptly if, to the Borrower’s actual knowledge, any representation or warranty made by it or on its behalf in connection with a Facility Document is found to have been materially incorrect when made.
Incorrect Representation or Warranty. Any material representation or warranty by OSI or Tanabe, or any of their officers, under or in connection with this Agreement, proves to have been incorrect in any material respect when made.