REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER Sample Clauses
The "Representations and Warranties of the Acquirer" clause sets out the specific statements and assurances that the acquiring party makes to the seller in a transaction. These typically include confirmations about the acquirer's legal authority to enter into the agreement, its financial capacity, and the absence of any legal impediments or undisclosed liabilities. By requiring the acquirer to formally declare these facts, the clause provides the seller with a basis for trust and recourse if any of the statements prove to be false, thereby allocating risk and ensuring transparency in the transaction.
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer represents and warrants to the Shareholder and the Company as follows:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to the Contributor that:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to the Company that:
4.1. Acquirer has been duly organised and validly exists under the laws of Nevada, USA and has the right to execute the transaction contemplated hereby.
4.2. The performance of this Agreement and of the obligations set forth herein have been duly authorized by the Acquirer and shall not result in violation of any law, or any contract to which the Acquirer is a party, or any judgment of any court, or any permit or approval of any governmental agency.
4.3. This Agreement constitutes a valid and legally binding obligation of the Acquirer, enforceable in accordance with its terms.
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer represents and warrants to the Target Shareholder (and acknowledges that the Target Shareholder is relying on these representations and warranties in completing the transactions contemplated hereby and by the Merger Agreement) that it is a company incorporated and validly existing under the laws of British Virgin Islands and has all necessary corporate power, authority and capacity to enter into this Agreement and the Merger Agreement and to carry out its obligations under this Agreement and the Merger Agreement. The execution and delivery of this Agreement and the Merger Agreement and the consummation of the transactions contemplated by this Agreement and the Merger Agreement have been duly authorized by all necessary corporate action on the part of the Acquirer. This Agreement constitutes a valid and binding obligation of the Acquirer enforceable against it in accordance with its terms, subject to bankruptcy, insolvency and other Laws affecting the enforcement of creditors’ rights generally and subject to the qualification that equitable remedies may only be granted in the discretion of a court of competent jurisdiction.
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to each of the Venturers as follows:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer is duly organized and validly existing and in good standing under the laws of Belgium and has all necessary power and authority to enter into this Agreement and each Ancillary Agreement to which it is a party, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, and (b) the execution and delivery of this Agreement and each Ancillary Agreement to which the Acquirer is a party by the Acquirer, the performance by the Acquirer of its obligations hereunder and thereunder and the consummation by the Acquirer of the transactions contemplated hereby and thereby have been duly authorised in accordance with Belgium law and all requisite action on the part of the Acquirer have been taken. This Agreement has been, and upon execution, each of the Ancillary Agreements to which Acquirer is a party shall have been, duly executed and delivered by the Acquirer, and (assuming due authorisation, execution and delivery by the other Parties) this Agreement constitutes, and upon its execution, each of such Ancillary Agreements will constitute, a legal, valid and binding obligation of the Acquirer, enforceable against it in accordance with their terms.
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to the Parent, as of the Effective Date or at such time as is otherwise specified in this Section 5, as follows:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The Acquirer hereby represents and warrants to the Sellers as of the date hereof and as of the Closing Date as follows:
REPRESENTATIONS AND WARRANTIES OF THE ACQUIRER. The General Partner hereby represents and warrants to the Contributor that: