REPRESENTATIONS AND WARRANTIES OF BUYER AND TRANSITORY SUBSIDIARY Sample Clauses
This clause sets out the specific statements of fact and assurances made by the buyer and any transitory subsidiary involved in a transaction. It typically covers matters such as the buyer’s authority to enter into the agreement, its financial capacity, and the legal status of the transitory subsidiary, ensuring that both parties are legally able and properly organized to complete the deal. By requiring these representations and warranties, the clause provides the seller with confidence in the buyer’s ability to perform, and allocates risk by allowing remedies if any statements prove untrue.
REPRESENTATIONS AND WARRANTIES OF BUYER AND TRANSITORY SUBSIDIARY. Each of the Buyer and the Transitory Subsidiary hereby represents and warrants to the Company as set forth below:
REPRESENTATIONS AND WARRANTIES OF BUYER AND TRANSITORY SUBSIDIARY. Each of the Buyer and the Transitory Subsidiary represents and warrants to the Target that the statements contained in this Section 4 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 4), except as set forth in the Buyer disclosure schedule accompanying this Agreement (the "Buyer Disclosure Schedule"). The Buyer Disclosure Schedule will be arranged in paragraphs corresponding to the numbered and lettered paragraphs contained in this Section 4.
REPRESENTATIONS AND WARRANTIES OF BUYER AND TRANSITORY SUBSIDIARY. The Buyer and the Transitory Subsidiary hereby represent and warrant to the Target that the statements contained in this Article 4 are correct and complete as of the date of this Agreement, will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Article 4), and will remain correct and complete (as stated on the date of signing this Agreement and on the date of Closing) through the end of the survival period detailed in Section 9.1 below, except as set forth in the disclosure schedule accompanying this Agreement and initialed by the Parties (the "Buyer Disclosure Schedule"). The Buyer Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Article 4.