Continuing Representations definition

Continuing Representations means those representations and warranties made or deemed made under Sections 6.1.(a), (c), (d), (e), (i), (l), (m), (n), (p), (q), (u), (v), (x), (y) and (z).
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Continuing Representations means those representations and warranties made or deemed made under Sections 6.1.(a), (c), (d), (e), (h), (k), (l), (m), (o), (p), (s), (t), (v), (w), (x) and (y).
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Continuing Representations means, in the case of the Deed of Undertaking, clauses 7.1, 7.2, 7.3, 7.4, 7.6, 7.7, 7.11.6, 7.12.5, 7.12.6, 7.15.2, 7.16.2, 7.17.1, 7.18, 7.19, 7.21, 7.24, 7.26, 7.27, 7.31 and 7.32 of the Deed of Undertaking and, in the case of Deed of Covenant, clauses 7.1, 7.2, 7.3, 7.4, 7.6, 7.7, 7.10.5, 7.13.1, 7.14.2 and 7.18 of the Deed of Covenant;
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Examples of Continuing Representations in a sentence

  • A certificate from each of the parties referred to in paragraph 1 of Part 1 of this Schedule 3 confirming that each of the Repeating Representations on the part of or, as the case may be, Continuing Representations relating to, each such party under any Security Document will be true and accurate on the relevant Date of Yard Acceptance by reference to the facts and circumstances then existing.

  • A certificate from each of the parties referred to in paragraph 1 of Part 1 of this Schedule 3 confirming that each of the Repeating Representations on the part of or, as the case may be, Continuing Representations relating to, each such party under any Security Document are true and accurate on the relevant Completion Date is and will be true as if given on each such date by reference to the facts and circumstances then existing.

  • The Company shall make such payment in installments as follows: $70,000 of the Cash Severance shall be paid on or before the 15th day following the Separation Date and the remaining $100,000 shall be paid in six (6) equal monthly installments pursuant to the Company's regular payroll schedule and policies commencing with the first pay day following Executive's execution of the Continuing Representations Certificate.

  • The Company will continue to pay Executive, over the Company's regular payroll cycle, the Base Salary for the first six (6) months following the effective date of the Continuing Representations Certificate (or, at the Company's option, the first six (6) months following the Separation Date), subject to, and reduced by, applicable tax withholdings.

  • Section 8.5. No Additional Waiver Implied by One Waiver lxxxi Section 8.6. Effect on Discontinuance of Proceedings lxxxi Section 8.7. Agreement to Pay Fees and Expenses of Attorneys and Other Consultants lxxxi Section 8.8. Certain Continuing Representations lxxxi Section 8.9. Late Delivery Fees.

  • Continuing Representations..........................................

  • Executive expressly acknowledges and agrees that Executive shall sign a Continuing Representations Certificate, in substantially the same form as attached hereto as Exhibit A, on the Separation Date, reaffirming each of the waivers, releases, warranties and representations contained in this Agreement as of such date and that Employee's rights continue to be as defined by the terms of this Agreement as of such date.

  • Consultant expressly acknowledges and agrees that, if requested to do so by the Company, he will sign a Continuing Representations Certificate, in the form provided by the Company, on the Termination Date, reaffirming each of the waivers, releases, warranties and representations contained in this Agreement as of such date and that Consultant’s rights continue to be as defined by the terms of this Agreement as of such date.

  • SECTION 3.05 Continuing Representations and Warranties of Owners and Holders.

  • Accurate and Complete Disclosure; Continuing Representations and Warranties.


More Definitions of Continuing Representations

Continuing Representations means those representations and warranties made or deemed made under Sections 6.1.(a), (c), (d), (e), (h), (k), (l), (m), (o), (p), (s), (t), (v), (w) and (x). “Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto. “Controlled JV Subsidiary” means a Subsidiary (a) that is not a Wholly Owned Subsidiary of the Borrower and (b) in respect of which the Borrower or a Wholly Owned Subsidiary of the Borrower owns or controls at least 90.0% of all outstanding Equity Interests. “Convert”, “Conversion” and “Converted” each refers to the conversion of a Revolving Loan of one Type into a Revolving Loan of another Type pursuant to Section 2.11. “Credit Event” means any of the following: (a) the making (or deemed making) of any Loan and (b) the issuance of a Letter of Credit or the amendment of a Letter of Credit that extends the maturity, or increases the Stated Amount, of such Letter of Credit. “Credit Rating” means the rating assigned by a Rating Agency to the senior unsecured long term Indebtedness of a Person. “Debtor Relief Laws” means the Bankruptcy Code, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar Applicable Laws relating to the relief of debtors in the United States of America or other applicable jurisdictions from time to time in effect. “Default” means any of the events specified in Section 10.1., whether or not there has been satisfied any requirement for the giving of notice, the lapse of time, or both; provided, however, that the failure to make any payment of interest or any payment of fees provided for in Section 3.5.(b) or 3.5.(c) shall not constitute a Default unless and until such failure continues for 10 Business Days following the Administrative Agent’s delivery to the Borrower of an invoice therefor (which delivery may be effected by actual delivery of the written invoice or by electronic communications pursuant to Section 8.5.). “Defaulting Lender” means, subject to Section 3.9.(f), any Lender that (a) has failed to (i) fund all or any portion of its Loans within 2 Business Days of the date such Loans were required to be funded hereunder unless such Lender notifies the Administrative A...
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Continuing Representations means, collectively, the representations and warranties contained in Section 7.1(c), (f), (h), (j)(B), (u), (w), (x), (y), (aa), (ab), (ac), (ad) and (af).
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Related to Continuing Representations

  • Excluded Representations has the meaning set forth in Section 7.3(a).

  • Repeating Representations means each of the representations set out in Clause 19.1.1 (Status) to Clause 19.1.6 (Governing law and enforcement), Clause 19.1.10 (No default) to Clause 19.1.19 (Pari passu ranking) and Clause 19.1.25 (Sanctions).

  • Specified Representations means the representations and warranties of the Borrower set forth in Section 3.01 (relating to corporate existence and corporate power and authority of the Obligors); Section 3.02 (relating to enforceability of the Loan Documents); Section 3.03(b) (relating to no conflicts with organizational documents (limited to the execution, delivery and performance of the Loan Documents, incurrence of Indebtedness thereunder and the granting of guarantees and security interests in respect thereof)); Section 3.07; Section 3.11; and Section 3.16.

  • Company Representations means the representations and warranties of the Company expressly and specifically set forth in Article IV of this Agreement, as qualified by the Company Schedules. For the avoidance of doubt, the Company Representations are solely made by the Company.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.