This form is a generic example that may be referred to when preparing such a form for your particular state. It is for illustrative purposes only. Local laws should be consulted to determine any specific requirements for such a form in a particular jurisdiction.
Texas Agreement Regarding Representations and Warranties for Goods Purchased and to be Re-Sold on Purchaser's Website
State:
Multi-State
Control #:
US-01815BG
Format:
Word;
Rich Text
Instant download
Description
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How to fill out Agreement Regarding Representations And Warranties For Goods Purchased And To Be Re-Sold On Purchaser's Website?
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FAQ
To indemnify means that the seller will reimburse the buyer for a loss or liability. To defend means that the seller will pay the buyer's legal fees for suits that arise from specific risks articulated in the contract.
The seller's representations and warranties (reps) are a series of declarative statements made by the seller in a purchase agreement.
A seller representation is a formal description of a seller's platform in acquisition agreements that reveals facts in a program of due diligence.
A representation is an assertion as to a fact, true on the date the representation is made, that is given to induce another party to enter into a contract or take some other action. A warranty is a promise of indemnity if the assertion is false.
The representations and warranties section of the Purchase Agreement is one of the most negotiated sections of any agreement between a buyer and a seller. It covers statements of fact and promises about what is sold. The seller will make several representations and warranties about the target and assets.
Buyer shall indemnify, defend and hold Seller harmless from any claim, demand, loss, liability, damage, or expense (including reasonable attorneys' fees), due to Buyers operation of the Property from and after Closing. The indemnification obligations of Buyer shall be repeated at and shall survive the Closing.
Indemnity is a comprehensive form of insurance compensation for damages or loss. When the term indemnity is used in the legal sense, it may also refer to an exemption from liability for damages. Indemnity is a contractual agreement between two parties.
Reps and warranties is a term used to describe the assertions that a buyer and/or seller makes in a purchase and sale agreement. Both parties are relying on each other to provide a true account of all information and supporting documents to close the transaction.
An agreement to compensate for a loss or damage incurred by an individual or business.
A seller indemnity is a clause included in a purchase and sale agreement (PSA), which relates to the reps and warranties provided by the seller. It is often a clause buried toward the end of the PSA, but, nonetheless, is an important component of the agreement for the buyer.