Representations and Warranties as to Seller Sample Clauses
The 'Representations and Warranties as to Seller' clause sets out specific statements and assurances made by the seller regarding their authority, ownership, and the condition of the assets or business being sold. Typically, this clause covers matters such as the seller’s legal right to enter into the agreement, the absence of undisclosed liabilities, and the accuracy of financial statements. Its core function is to provide the buyer with confidence in the seller’s disclosures and to allocate risk by allowing the buyer to seek remedies if any of the seller’s representations prove to be false or misleading.
Representations and Warranties as to Seller. Seller represents and warrants to Buyer as of the Agreement Date and as of each Delivery Date as follows:
Representations and Warranties as to Seller. As an inducement to Purchaser to enter into this Agreement, Seller represents and warrants to Purchaser as of the Effective Date and, as applicable, the Sale Date and any Subsequent Sale Date as follows:
Representations and Warranties as to Seller. Seller represents and warrants to the Purchaser, the Indenture Trustee and the Issuer that as of the Closing Date:
Representations and Warranties as to Seller. Seller hereby, represents and warrants to Buyer as follows:
Representations and Warranties as to Seller. Except as otherwise indicated on the Schedules, Seller represents and warrants to Buyer as follows:
Representations and Warranties as to Seller. The representations and warranties of Seller in Article 7, the re-affirmation of all such representations of Seller set forth in the Closing Certification delivered by Seller at Closing and the corresponding indemnities set forth in Section 16.2(a)(i) with respect to such representations and warranties, shall survive and remain in full force and effect indefinitely.
Representations and Warranties as to Seller. Seller hereby represents and warrants to Buyer (except as set forth in the corresponding section or subsection of the Seller Disclosure Schedules or as expressly provided by Section 10.04) as of the Execution Date and the Closing Date (except to the extent that a representation or warranty is made expressly as of a specified date, in which case such representation or warranty shall be deemed to be made only as of such date) as follows:
Representations and Warranties as to Seller. Each of the Stockholder and Seller, jointly and severally, represents and warrants to Purchaser as follows:
Representations and Warranties as to Seller. As an inducement to Buyer to enter into this Agreement and to consummate the transactions contemplated herein, Seller represents and warrants to Buyer as follows. It is agreed by Buyer and Seller that throughout this Agreement Seller's statements in any form are based only on the Knowledge of the Shareholders except for Sections 3.1, 3.2, 3.4, 3.5, 3.8 and 3.11.
Representations and Warranties as to Seller. As of the date hereof, SELLER hereby represents and warrants to PURCHASER that: