REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS Sample Clauses
The "Representations and Warranties Regarding the Sellers" clause sets out specific statements and assurances made by the sellers about their authority, ownership, and the condition of the assets or shares being sold. Typically, this clause covers matters such as the sellers' legal right to enter into the agreement, the absence of undisclosed liabilities, and the accuracy of information provided to the buyer. Its core function is to provide the buyer with confidence in the transaction by holding the sellers accountable for the truthfulness of their disclosures, thereby allocating risk and offering recourse if any statements prove false.
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REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Each Seller, severally and not jointly, represents and warrants to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Each Seller hereby represents and warrants to Purchaser as to such Seller only, and on a several and not a joint basis, as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. The Sellers hereby jointly and severally represent and warrant to the Purchasers as follows on the date hereof or on the Closing Date:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Except as set forth in the corresponding sections or subsections of the Disclosure Schedules attached hereto (each of which shall qualify only the specifically identified Sections or subsections hereof to which such Disclosure Schedule relates and each other Section or subsection hereby if the relevance of such disclosure to such other Section or subsection is readily apparent on its face), each Seller hereby severally represents and warrants to the Buyer, solely on behalf of itself, as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Each Seller, individually (and not on behalf of any other Seller) represents and warrants to Buyer, as of the Signing Date and the Closing Date (except to the extent any representation or warranty speaks as of an earlier date, in which case such representation or warranty is made as of such date), as follows (other than the representation and warranty made by Elite in Section 3.7, which representation and warranty is made solely by Elite and not the other Sellers):
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. As a material inducement to the Purchaser to enter into this Agreement and consummate the transactions contemplated hereby, each Seller represents and warrants to the Purchaser as of the date hereof as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. As a material inducement to the Buyer to enter into this Agreement and to consummate the transactions contemplated hereby, each of the Sellers, severally and not jointly, hereby represents and warrants to Buyer, as of the date of this Agreement and as of the Closing Date, as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Each of the Sellers, severally and not jointly, hereby represents and warrants to the Purchaser as to itself (as applicable), as of the date hereof and as of the Closing Date as follows:
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. 4.1 Organization of Certain Sellers STG_331658.1 4.2 Authorization of Transaction 4.3 Noncontravention 4.4 No Brokers 4.5 No Other Agreements to Sell the Dourave Shares 4.6 Investment. 4.7 Legal and Tax Advice 4.8 Dourave Shares ARTICLE V. REPRESENTATIONS AND WARRANTIES REGARDING DOURAVE 5.1 Due Organization 5.2 Books and Records 5.3 Capitalization of Dourave 5.4 Subsidiaries 5.5 Authorization 5.6 Non-Contravention 5.7 Consents and Approvals 5.8 Financial Statements. 5.9 No Undisclosed Liabilities 5.10 No Changes 5.11 Leases, Premises 5.12 Leases, Premises 5.13 Contracts and Commitments 5.14 Litigation, Proceedings and Applicable Law 5.15 Compliance with Law; Permits. 5.16 Insurance 5.17 Employee Benefit Plans 5.18 Labor Matters 5.19 Tax Matters. 5.20 Environmental Matters. 5.21 No Brokers 5.22 Powers of Attorney; Bank Accounts 5.23 Transactions with Related Parties 5.24 Disclosure 5.25 Accuracy of Information ARTICLE VI. REPRESENTATIONS AND WARRANTIES OF BUYER 6.1 Due Organization 6.2 Authorization 6.3 Non-Contravention 6.4 Consents and Approvals 6.5 Investment Company 6.6 SEC Documents. 6.7 No Brokers 6.8 Buyer Shares 6.9 Disclosure 6.10 Accuracy of Information STG_331658.1
REPRESENTATIONS AND WARRANTIES REGARDING THE SELLERS. Each of the Sellers, severally and not jointly, represents and warrants to the Buyer that the following representations are true and complete as of the Closing Date: