Covenants Representations Warranties Sample Clauses

Covenants Representations Warranties. AND AGREEMENTS OF MORTGAGOR Mortgagors hereby covenant, represent, warrant and agree that:
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Covenants Representations Warranties. 6.1 Each Party represents and warrants that it has all corporate approvals and the independent right and power to enter into this CDA.
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Covenants Representations Warranties. You hereby covenant, represent, and warrant as follows (which representations and warranties are true as of the date hereof and shall be true on the date of any draft against the Loan Account): (a) upon request you will furnish the Bank a copy of your annual business financial statement for the year, as well as the personal financial statements of the guarantors, all in form and substance acceptable to the Bank; (b) upon request you will furnish the Bank with copies of the signed tax returns (with schedules) filed by you or any of your guarantors for the past three (3) years and throughout the term of this Agreement; (c) you are either a corporation, partnership, limited liability company or limited liability partnership or sole proprietorship duly organized, validly existing in good standing and duly qualified to do business in the State of New York; (d) you have full power and authority to enter into this Agreement, and nothing in this Agreement contravenes any law, regulation, bylaw or contractual obligation binding upon you and will furnish proof of same to the Bank; (e) this Agreement constitutes your valid and legally binding obligation in accordance with its terms and has been fully authorized by all necessary action; (f) there are no pending nor, to the best of your knowledge, any threatened actions or proceedings before any court or administrative agency which, if determined against you, (or any guarantor) would have a material adverse effect on your (or any guarantor’s) financial condition, operations, or ability to repay; (g) you will maintain all collateral in good working order and repair, will keep it free of all liens and encumbrances, will notify the Bank of any loss or damage to the collateral, and will not sell, transfer, lease, or encumber the collateral; (h) the reports and information furnished by you and any guarantor are true and accurate in all material respects; (i) you will maintain your principal business demand deposit account with the Bank; (j) you will keep your assets insured against theft and destruction; (k) you will permit the Bank to examine your books and records, and audit your inventory; and (k)
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Covenants Representations Warranties. 2.1 Owner represents and warrants that, as of the Effective Date, Owner is:
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Covenants Representations Warranties. 2.1 Owner represents and warrants that, as of the Effective Date, if Owner is an individual, at least eighteen (18) years of age.
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Covenants Representations Warranties. 5.1 Personal Data. Customer will ensure that any Personal Data that it discloses to PROS in connection with this Agreement (including comprising any Customer Data) has been collected in accordance with the Privacy Laws and that PROS is authorized to use the Personal Data for the purposes set out in and contemplated under this Agreement.
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Covenants Representations Warranties 
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Related to Covenants Representations Warranties

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

  • Covenants, Representations and Warranties The General Partner covenants, represents and warrants that the following are presently true, will be true at the time of each Capital Contribution payment made by the Limited Partner and will be true during the term of this Agreement, to the extent then applicable.

  • Purchaser’s Representations, Warranties and Covenants In order to induce the Issuer to sell and issue the Securities to the Purchaser under one or more exemptions from registration under the Securities Act, the Purchasers, severally and not jointly, represent and warrant to the Issuer, and covenant with the Issuer, that:

  • Buyer’s Representations, Warranties and Covenants Buyer represents, warrants and covenants:

  • Representations, Warranties and Covenants of Seller (a) The Seller hereby represents and warrants to and covenants with the Purchaser, as of the date hereof, that:

  • Representations, Warranties and Additional Covenants Contractor represents and warrants to Mercy Corps and covenants with Mercy Corps as follows. Contractor has full rights and authority to enter into and perform its obligations under this Agreement. Contractor’s performance will not violate any agreement or obligation between Contractor and any third party. Contractor has the requisite skills to perform the Services in accordance with this Agreement. Contractor possesses all governmental and other certifications and licenses necessary to perform the Services in accordance with this Agreement. Performance by Contractor of its obligations under this Agreement will not infringe on any patent, copyright, trademark, trade secret or other proprietary right of any third party. Contractor will comply with all applicable law, regulations and rules in the performance of its obligations under this Agreement. Contractor has not, and will not, engage in transactions with, or provide resources or support to, individuals and organizations associated with terrorism, including those individuals or entities that appear on the Specially Designated Nationals and Blocked Persons List maintained by the U.S. Treasury (xxxx://xxx.xxxxxxxx.xxx/resource-center/sanctions/SDN-List/Pages/default.aspx) or the United Nations Security designation list (xxxx://xxx.xx.xxx/sc/committees/1267/aq_sanctions_list.shtml). Contractor will comply with and train its employees in all applicable laws against bribery, corruption, inaccurate books and records, inadequate internal controls and money-laundering, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act. Contractor has not and will not offer or give any employee, agent, or representative of Mercy Corps anything of value to secure any business from Mercy Corps or influence such person to alter the terms, conditions, or performance of any contract with or purchase order from Mercy Corps, including but not limited to this Agreement. Contractor, including its owners or employees, does not own, directly or indirectly, any other company that was competing for award of this Agreement or any TO. Contractor did not seek or obtain confidential information related to the award of this Agreement or any TO from any Mercy Corps employee, agent or representative. Contractor did not collude or conspire with any other individual or entity to limit competition for the award of this Agreement or any TO, to set prices being offered or in any other way to interfere with free and open competition. Contractor is not owned in whole or in part, directly or indirectly, by any immediate or extended family member of any Mercy Corps employee, agent or representative, or, if so owned, Contractor fully disclosed such relationship and any potential conflict of interest has been waived, in writing, by Mercy Corps. Contractor has not engaged in, and will not engage in, any of the following conduct: (A) trafficking in persons (as defined in the Protocol to Prevent, Suppress, and Punish Trafficking in Persons, especially Women and Children, supplementing the UN Convention against Transnational Organized Crime); (B) procuring a commercial sex act; or (C) using forced labor. Contractor is not the subject or any governmental or donor investigation and has not been debarred or suspended by any government, governmental agency or donor. Independent Contractor. The parties intend to be independent contractors. Contractor will be solely responsible for and have control over the means, methods, techniques, personnel and procedures for performing the Services. Neither party will be deemed an agent or partner of the other party.

  • Representations, Warranties and Covenants The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that:

  • INVESTOR'S REPRESENTATIONS, WARRANTIES AND COVENANTS The Investor represents and warrants to the Company, and covenants, that:

  • Representations & Warranties 14.1 Each Party represents that it has authority to enter into this Agreement and to do all things necessary to procure the fulfilment of its obligations in terms of this Agreement.

  • Additional Representations, Warranties and Covenants Borrowers and Guarantors, jointly and severally, represent, warrant and covenant with and to Agent and Lenders as follows, which representations, warranties and covenants are continuing and shall survive the execution and delivery hereof, and the truth and accuracy of, or compliance with each, together with the representations, warranties and covenants in the other Financing Agreements, being a continuing condition of the making of Loans by Lenders to Borrowers:

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