Representations and Warranties of the Transferors Sample Clauses

Representations and Warranties of the Transferors. The Transferors hereby make following representations and warranties to the Transferee, 3.1.1 The Transferors have full legal power and authority to sign and execute this Agreement and transfer the shares referred to under this Agreement. The Transferors have taken all proper and necessary actions for the Transfer referred to under this Agreement. Upon the signing of this Agreement, it constitutes a legal, valid and binding obligation to the Transferors, and shall be enforceable against the Transferors according to its terms. 3.1.2 In any event, the liabilities of the Transferors to [] and the Transferee are limited to the shares as each held thereby. 3.1.3 The representations and warranties hereby made by the Transferors are true and accurate in all aspects at the Effective Date of this Agreement. 3.1.4 Upon the effectiveness of this Agreement, the Transferors shall be responsible to effect all necessary internal and external procedures in respect of the Transfer, including but not limited to, signing resolutions of the shareholders’ meeting and making related registration change and filings.

Representations and Warranties of the Transferors. The Transferors hereby represent and warrant to the Allottee as follows: (i) The Owner has marketable title with respect to the Said Land. The devolution of ownership of the Owner in respect of the Said Land is mentioned in Schedule ‘I’ hereunder written. The Owner has actual, physical and legal possession of the Said Land for the Project and the same has been made available to the Promoter for the purpose of development and construction pursuant to the Development Agreement; (i) The Owner has marketable leasehold interest with respect to the Private Passage Area. The devolution of leasehold interest of the Owner in respect of the Said Land is mentioned in Schedule ‘I’ hereunder written. The Owner has actual, physical and legal possession of the Private Passage Area to be used as an access for egress and ingress to the Project. (ii) The Promoter has lawful rights and requisite approvals from the competent authorities to carry out development of the Project; (iv) There are no encumbrances upon the Said Land and/or the Project created by the Transferors save and except mortgage of the Said Land and/or the Project, for obtaining loan for the Project as mentioned in Clause 19 and pending litigations which is morefully detailed and listed in Part – IV of Schedule A mentioned hereinbelow; (v) As per the knowledge of the Transferors, there are no litigations pending before any Court of law or Authority with respect to the Said Land, Project or the Apartment; (vi) All approvals, licenses and permits issued by the KMC and/or other statutory or local authorities with respect to the Project, Said Land and Apartment are valid and subsisting and have been obtained. Further, the Transferors have been and shall, at all times, remain to be in compliance with all applicable laws in relation to the Project, the Said Land, Building and Apartment and Common Areas; (vii) The Transferors have the right to enter into this Agreement and have not committed or omitted to perform any act or thing whereby the right of the Allottee created herein, may prejudicially be affected; (viii) The Transferors have not entered into any agreement for transfer or any other agreement/arrangement with any person or party with respect to the Said Land including the Project and Apartment which will, in any manner, affect the rights of Allottee under this Agreement; (ix) The Transferors confirm that the Transferors are not restricted in any manner whatsoever from selling/transferring the Apartment to ...

Representations and Warranties of the Transferors. In order to induce the Company to enter into this Agreement and to make purchases and accept the contribution hereunder, each Transferor hereby makes the representations and warranties set forth in this Article V.

Representations and Warranties of the Transferors. Each of ASkyB, News Corporation and MCI, jointly and severally, represents and warrants to Seller as follows:

Representations and Warranties of the Transferors. Each Transferor hereby represents and warrants to Acquiror that, with respect to such Transferor, the statements contained in this Article 4 are true and correct on the date hereof and shall be true and correct on the Closing Date as if made thereon: 4.1 [intentionally omitted]

Representations and Warranties of the Transferors. Each Transferor severally (and not jointly and severally) and solely with respect to the Transferor that is making such representations and warranties (and not with respect to other Transferors), represents and warrants to AGI that the statements and understandings contained in this §3(a) are true, complete and correct as of the date of this Agreement and will be true, correct and complete as of the Closing Date, except as set forth on Annex I attached hereto.

Representations and Warranties of the Transferors. Relating to the Agreement and any Supplement and the Receivables.

Representations and Warranties of the Transferors. Each of the Transferors hereby makes the following representations and warranties for the benefit of the Originator, the Note Insurer, the Depositor, the Collateral Agent, the Trust, the Owner Trustee, the Indenture Trustee and the Noteholders. Such representations and warranties speak as of the Closing Date, each Subsequent Funding Date and each Transfer Date.

Representations and Warranties of the Transferors. The Representations and Warranties of Section 4 of the Existing Agreement are hereby incorporated herein by reference to the Existing Agreement as if fully set forth herein and as if made, by and with respect to the Transferors and the Purchased Shares on the date hereof. The Representations and Warranties of Section 4 of the Existing Agreement are true and correct as of the date hereof.