Authorizations and Representations Sample Clauses

Authorizations and Representations. Each party hereby severally represents that it has been duly authorized to execute, deliver and perform this Lease through its members, officers or agents signing on its behalf and affixing any appropriate seal hereto.
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Authorizations and Representations. (i) The resolutions previously adopted by the Board of Directors of Borrower and provided to Lender have not in any way been rescinded or modified and have been and continue to be in full force and effect since their adoption; (ii) all representations, warranties and covenants contained in each of the Existing Loan Documents are true and correct on and as of the date hereof; (iii) no default or event of default (howsoever defined) has occurred and is continuing under any of the Existing Loan Documents and no condition exists which would constitute a default or event of default under any of the Existing Loan Documents but for the giving of notice or passage of time, or both; and (iv) the consummation of the transactions contemplated hereby: (A) is not prevented or limited by and does not conflict with or result in a breach of the terms, conditions or provisions of any evidence of indebtedness, agreement or instrument of whatever nature to which Borrower is a party by which Borrower is bound; (B) does not constitute a default under any of the foregoing, and (C) is not in violation of any federal, state or local law, regulation or order.
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Authorizations and Representations. Each party hereto warrants and represents that it is fully authorized to enter into this Agreement and to carry out the obligations provided herein. Owner warrants and represents that he/ she/it is the owner of record and/or authorized agent of the owner of record of the unit(s) described on page one of this Agreement.
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Authorizations and Representations. AAI is authorized to purchase or sell futures contracts for Client’s account(s) in accordance with Client’s oral or written instructions. Client hereby waives any defense that any such instructions were not in writing as may be required by any law, rule, or regulation. In any such transaction, AAI may act as agent or principal, as may be limited by law, rule or regulation. AAI is also authorized in its discretion, to employ clearing members, carrying brokers and floor brokers as Client’s agents in connection with the execution, carrying, clearance, delivery and settlement of any such purchases and sales of futures contracts. All contracts and transactions entered into after the close of The Chicago Mercantile Exchange, Chicago Board of Trade or other applicable futures exchange’s normal business hours may be considered next business day activity. At all times and during the term of this Agreement, Client represents and warrants that Client is duly authorized and empowered to execute and deliver this Agreement and to effect purchases and sales of futures contracts through AAI in one or more accounts. Further, this Agreement constitutes the legal, valid and binding obligation of Client and is enforceable against Client in accordance with its terms. Client represents and warrants that, in connection with any exchange of futures for physical (EFP) transaction: (a) If Client is the seller of the cash contract(s) then Client is the buyer of the futures contract(s) being exchanged in the EFP, and Client has an ownership interest in the contract(s) sufficient to allow the delivery in satisfaction of Client’s obligations resulting from the execution of the EFP; and, (b) if Client is the buyer of the cash contract(s) then Client is the seller of the futures contract(s) being exchanged in the EFP. Client further represents that: (a) the individuals whose signatures are stated below are of sound mind, legal age and legal competence; (b) no person or entity other than Client has or will have an interest in Client’s account(s); (c) regardless of any subsequent determination to the contrary, Client is suitable to trade futures contracts; and (d) all information provided in the Client Account Application portion of this booklet is true, correct and complete as of the date hereof and Client will promptly notify AAI of any changes in such information. Client acknowledges that investment in futures contracts is speculative, involves a high degree of risk and is suitable only...
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Related to Authorizations and Representations

  • ACKNOWLEDGMENTS AND REPRESENTATIONS Borrower acknowledges and represents that the Note and other Loan Documents, as amended hereby, are in full force and effect without any defense, counterclaim, right or claim of set-off; that, after giving effect to this Agreement, no default or event that with the passage of time or giving of notice would constitute a default under the Loan Documents has occurred, all representations and warranties contained in the Loan Documents are true and correct as of this date, all necessary action to authorize the execution and delivery of this Agreement has been taken; and this Agreement is a modification of an existing obligation and is not a novation.

  • Independence of Covenants and Representations and Warranties All covenants hereunder shall be given independent effect so that if a certain action or condition constitutes a default under a certain covenant, the fact that such action or condition is permitted by another covenant shall not affect the occurrence of such default, unless expressly permitted under an exception to such initial covenant. In addition, all representations and warranties hereunder shall be given independent effect so that if a particular representation or warranty proves to be incorrect or is breached, the fact that another representation or warranty concerning the same or similar subject matter is correct or is not breached shall not affect the incorrectness of or a breach of a representation and warranty hereunder.

  • Survival of Covenants and Representations All covenants, representations and warranties made by the Company herein and in any certificates delivered pursuant hereto, whether or not in connection with the Closing Date, shall survive the closing and the delivery of this Agreement and the Notes.

  • Covenants and Representations Notwithstanding anything to the contrary in this Agreement or otherwise, (i) CEOC, on behalf of itself and the Debtors, shall cause the Company to perform each obligations, covenant, undertaking and agreement in this Agreement, and to cause the Company’s representations and warranties in this Agreement to be true, complete and correct as of the times given and shall be liable for all obligations not satisfied or performed by the Company, (ii) all obligations, covenants, undertakings and agreements of the Preferred Backstop Investors to the Company shall apply only after the Company has been properly incorporated and formed in accordance with the Plan and (iii) the Company shall be deemed to give the representations and warranties with respect to itself and contained in Section 3 only on the Effective Date and on the date that it has been properly incorporated and formed in accordance with the Plan.

  • Warranties and Representations The Contractor warrants and represents that:

  • FUND REPRESENTATIONS AND WARRANTIES Each Fund hereby represents and warrants that (a) it is duly organized and validly existing in good standing in its jurisdiction of organization; (b) it has the requisite power and authority under applicable law and its organic record to enter into and perform this Agreement; (c) all requisite proceedings have been taken to authorize it to enter into and perform this Agreement; (d) no legal or administrative proceedings have been instituted or threatened which would materially impair the Fund’s ability to perform its duties and obligations under this Agreement; and (e) its entering into this Agreement shall not cause a material breach or be in material conflict with any other agreement or obligation of the Fund or any law or regulation applicable to it.

  • Seller’s Warranties and Representations Seller hereby represents and warrants to Buyer as follows:

  • Covenants, Warranties and Representations Each of the parties covenants, warrants and represents for itself as follows:

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