Representations and Warranties of Citadel and CAC Sample Clauses

The 'Representations and Warranties of Citadel and CAC' clause sets out the specific statements of fact and assurances that both Citadel and CAC affirm to be true at the time of entering into the agreement. These may include confirmations regarding their legal authority to enter the contract, the accuracy of financial statements, compliance with laws, and the absence of undisclosed liabilities. By clearly outlining these representations and warranties, the clause allocates risk between the parties and provides a basis for remedies if any statements are later found to be false or misleading.
Representations and Warranties of Citadel and CAC. Citadel and ------------------------------------------------- CAC hereby jointly and severally represent and warrant to Reading Entertainment as follows: (a) The representations and warranties of each of Citadel and CAC set forth in Section 5 of the Exchange Agreement (except Section 5.5) are hereby incorporated by reference and are true and correct in all respects; and (b) The representations and warranties of Citadel and CAC set forth in Section 5 of the Exchange Agreement relating to the Exchange Agreement and the consummation of the transactions contemplated thereby are true and correct in all respects as if made with respect to this Agreement and the consummation of the transactions contemplated hereby, other than, with respect to Sections 5.1 and 5.3 of the Exchange Agreement, representations and warranties relating to or necessary in connection with approval of the stockholders of Citadel, which if required, will be obtained on or prior to the Closing Date. ARTICLE FOUR
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Representations and Warranties of Citadel and CAC. Citadel and CAC hereby jointly and severally represent and warrant to Reading, Reading Entertainment, ▇▇▇▇▇ and CMI as follows:
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Representations and Warranties of Citadel and CAC. 13 5.1 Organization and Authorization.................................. 13 5.2
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Related to Representations and Warranties of Citadel and CAC

  • REPRESENTATIONS AND WARRANTIES OF COMPANY The Company hereby represents and warrants to each Purchaser as follows:

  • Representations and Warranties of Customer The Customer represents and warrants to the Transfer Agent that:

  • REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby represents and warrants to the Stockholders as follows:

  • Representations and Warranties of Client Client represents and warrants to Agency as follows: A. All Referred Accounts placed with Agency hereunder are lawfully due and owing, that they are owned by the Client (or its affiliates and customers) and that the Referred Accounts are not subject to any claim of fraud or otherwise wholly or partially invalid due to payment or settlement by the obligor or any other claim or defense. B. Information and data on the Referred Accounts is accurate to the best of Client’s information and knowledge. C. Client is not aware of any disputes regarding the Referred Accounts, including any bankruptcy filing or expiration of the applicable statute of limitations.

  • Representations and Warranties of the Bank The Bank represents and warrants to the Fund that: 3.01 It is a trust company duly organized and existing and in good standing under the laws of the Commonwealth of Massachusetts. 3.02 It is duly qualified to carry on its business in the Commonwealth of Massachusetts. 3.03 It is empowered under applicable laws and by its Charter and By-Laws to enter into and perform this Agreement. 3.04 All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. 3.05 It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.