Representation and Warranty Clause Example with 36 Variations from Business Contracts
This page contains Representation and Warranty clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of the Borrower and the Parent represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the representations and warranties set forth in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof except that (i) if a qualifier relating to materiality, Materia...l Adverse Effect or a similar concept applies, such representation shall be true and correct in all respects, (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct as of such earlier date, and (iii) for the purposes of this Amendment, the representations and warranties contained in Section 5.04 of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to Section 6.01 of the Credit Agreement. (b) This Amendment has been duly executed and delivered by each of the Borrower and the Parent. This Amendment constitutes a legal, valid and binding obligation of each of the Borrower and the Parent enforceable against the Borrower and the Parent in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws or similar Laws affecting the enforcement of creditors' rights generally and by general principles of equity. (c) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.View More
Variations of a "Representation and Warranty" Clause from Business Contracts
Representation and Warranty. In order to induce the Administrative Agent Agent, the Swingline Lender and the Lenders to enter into this Amendment, each of the Borrower and the Parent represents and warrants to the Administrative Agent Agent, the Swingline Lender and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the The representations and warranties set forth made by it in Article V Section 5 of the Credit Agreement are true and correct in all material respects on and as o...f the date hereof hereof, except that (i) if a qualifier relating to materiality, materiality or Material Adverse Effect or a similar concept applies, such representation shall be or warranty is true and correct in all respects, (ii) to the extent that if such representations and warranties representation or warranty specifically refer refers to an earlier date, in which case they were such representation or warranty is true and correct in all material respects as of such earlier date, date (except that if a qualifier relating to materiality or Material Adverse Effect applies, such representation or warranty is true and correct in all respects as of such earlier date) and (iii) for the purposes of this Amendment, the representations and warranties contained in Section 5.04 5.9 of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to clauses (a)(i) and (ii), respectively, of Section 6.01 6.6 of the Credit Agreement. Agreement; (b) This Amendment has been duly authorized, executed and delivered by each of the Borrower and the Parent. This Amendment constitutes a legal, valid and binding obligation of each of the Borrower and the Parent enforceable against the Borrower and the Parent in accordance with its terms, Borrower, except as may be limited by general principles of equity or by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws moratorium or similar Laws law affecting the enforcement of creditors' rights generally generally; and by general principles of equity. (c) After giving effect to this Amendment, no No Default or Event of Default has occurred and is continuing. continuing or will exist after giving effect to this Amendment. View More
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of Agreement, the Borrower and the Parent Company represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, Agreement, the representations and warranties of the Company set forth in Article V of the Term Loan Credit Agreement are shall be true and correct in all material respects on and as of the date hereof... except that (i) if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation shall be true and correct in all respects, (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct as of such earlier date, and (iii) for the purposes of this Amendment, Agreement, the representations and warranties contained in Section 5.04 Sections 5.05(a) and (b) of the Term Loan Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 of the Term Loan Credit Agreement. (b) This Amendment Agreement has been duly executed and delivered by each of the Borrower and the Parent. Company. This Amendment Agreement constitutes a legal, valid and binding obligation of each of the Borrower and the Parent Company enforceable against the Borrower and the Parent Company in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws or similar Laws affecting the enforcement of creditors' rights generally and by general principles of equity. (c) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.View More
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of the Borrower and the Parent represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the The representations and warranties set forth of the Borrower contained in Article V of the Credit Agreement and in the other Loan Documents are true and correct in all material respects on and as of the date hereof e...xcept that (i) (except, if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation shall be or warranty is true and correct in all respects, (ii) respects) on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were are true and correct in all material respects (except, if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty is true and correct in all respects) as of such earlier date, date and (iii) for the purposes of this Amendment, except that the representations and warranties contained in Section 5.04 of the Credit Agreement 5.11(a) shall be deemed to refer to the most recent statements furnished pursuant to Section 6.01 6.01. (b) Since the date of the Credit Agreement. (b) Audited Financial Statements, there has been no event or circumstance, either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect. (c) This Amendment has been duly authorized, executed and delivered by each of the Borrower by, and the Parent. This Amendment constitutes a legal, valid and binding obligation of each of of, the Borrower and the Parent enforceable against the Borrower and the Parent in accordance with its terms, Borrower, except as may be limited by general principles of equity or by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws moratorium or similar Laws law affecting the enforcement of creditors' rights generally and by general principles of equity. (c) After giving effect to this Amendment, no generally. (d) No Default or Event of Default has occurred and is continuing. continuing as of the date hereof or would result after giving effect to this Amendment and the transactions contemplated hereby. View More
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of the Borrower and the Parent represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the representations and warranties set forth contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof hereof, except that (i) if a qualifier relating to ma...teriality, Material Adverse Effect or a similar concept applies, such representation shall be true and correct in all respects, (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they were are true and correct in all material respects as of such earlier date, and (iii) except that for the purposes of this Amendment, the representations and warranties contained in Section 5.04 5.05 of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) of Section 6.01 of the Credit Agreement. (b) This Amendment has been duly executed Agreement and delivered by each the representations and warranties contained in Section 5.06 of the Borrower and Credit Agreement shall be deemed to refer to the Parent. This most recent financial statements furnished pursuant to subsection (b) of Section 6.01 of the Credit Agreement; (b) this Amendment constitutes a legal, valid and binding obligation of each of the Borrower and the Parent Borrower, enforceable against the Borrower and the Parent in accordance with its terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws arrangement, moratorium or other similar Laws laws relating to or affecting the enforcement of creditors' rights generally or by equitable principles relating to the granting of specific performance and by general principles other equitable remedies as a matter of equity. judicial discretion; 2 (c) After as of the date hereof and after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing. continuing; and (d) as of the date hereof, the Borrower is subject to an exclusion to the definition of "legal entity customer" under the Beneficial Ownership Regulation. View More
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of the Borrower and the Parent Company represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the representations and warranties of the Company set forth in Article V of the Credit Term Loan Agreement are shall be true and correct in all material respects on and as of the date hereof except that (i) if a ...qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation shall be true and correct in all respects, (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct as of such earlier date, and (iii) for the purposes of this Amendment, the representations and warranties contained in Section 5.04 Sections 5.05(a) and (b) of the Credit Term Loan Agreement shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 of the Credit Term Loan Agreement. (b) This Amendment has been duly executed and delivered by each of the Borrower and the Parent. Company. This Amendment constitutes a legal, valid and binding obligation of each of the Borrower and the Parent Company enforceable against the Borrower and the Parent Company in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws or similar Laws affecting the enforcement of creditors' rights generally and by general principles of equity. (c) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.View More
Representation and Warranty. In order to induce the Administrative Agent and the Lenders to enter into this Amendment, each of the Borrower and the Parent represents and warrants to the Administrative Agent and the Lenders as follows: (a) At the time of and immediately after giving effect to this Amendment, the representations and warranties of such Borrower set forth in Article V of the Credit Agreement are shall be true and correct in all material respects on and as of the date hereof except that (i) if a qualifier relati...ng to materiality, Material Adverse Effect or a similar concept applies, such representation shall be true and correct in all respects, (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct as of such earlier date, and (iii) for the purposes of this Amendment, the representations and warranties contained in Section 5.04 Sections 5.05(a) and (b) of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 of the Credit Agreement. (b) This Amendment has been duly executed and delivered by each of the Borrower and the Parent. such Borrower. This Amendment constitutes a legal, valid and binding obligation of each of the such Borrower and the Parent enforceable against the such Borrower and the Parent in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, Debtor Relief Laws or similar Laws affecting the enforcement of creditors' rights generally and by general principles of equity. (c) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.View More
