Generator’s Representations Sample Clauses
The "Generator’s Representations" clause sets out the specific statements and assurances that the generator party makes regarding its authority, capacity, and compliance with relevant laws or standards. Typically, this clause requires the generator to confirm that it is duly organized, has the legal right to enter into the agreement, and that the energy or services provided meet agreed specifications. By including these representations, the clause helps ensure that the generator is qualified and reliable, thereby reducing the risk of disputes or non-performance for the other party.
Generator’s Representations. Each of ▇▇▇ and LG&E, severally, but not jointly, represents and warrants to Producer as of the Effective Date as follows:
(a) the execution and delivery of, and performance under, this Agreement by it have been duly authorized and do not, and will not, violate or conflict with any charter, bylaw, Law, Contract, Governmental Approval or obligation applying to it, the Power Plant or the Site, other than such violations or conflicts that would not reasonably be expected to have a material adverse effect on its ability to perform its obligations under this Agreement;
(b) subject to the Generator Ancillary Rights (which it represents and warrants do not have an adverse effect on its ability to enter into and perform all of its obligations under this Agreement), this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization and similar Laws affecting the enforcement of creditors’ rights generally and, with regard to equitable remedies, the discretion of the court before which proceedings to obtain same may be pending;
(c) no Governmental Approval from, notice to, consent, approval, authorization or order of any court or other Governmental Body or Third Party not already given or obtained and in full force and effect is required with respect to it in connection with its execution and delivery of, and performance under, this Agreement, other than such notices as may be required to be given to the KPSC under applicable Law, and other such Governmental Approvals, notices, consents, approvals, authorizations or orders the failure of which to file, obtain or give would not reasonably be expected to have a material adverse effect on its ability to perform under this Agreement;
(d) it is duly organized, validly existing and in good standing under the laws of the Commonwealth of Kentucky and is authorized to do business in each jurisdiction necessary for it to perform its obligations under this Agreement, and it has the right, power and authority to enter into this Agreement and to perform its obligations hereunder;
(e) there is no pending or, to its Knowledge, threatened action, suit, investigation, arbitration or other proceeding that would reasonably be expected to have a material adverse effect on its ability to perform its obligations under this Agreement;
(f) neither the execution, delivery or performance of th...
Generator’s Representations. The Generator hereby represents and warrants as follows:
(a) Sithe Pennsylvania is a limited liability company duly organized validly existing and in good standing under the laws of Delaware and is duly qualified to do business and in good standing in the Commonwealth of Pennsylvania.
(b) SPM is a limited partnership duly organized, validly existing and in good standing under the laws of Delaware and is duly qualified to do business and in good standing in the Commonwealth of Pennsylvania.
(c) The Generator has all requisite power and authority to carry on the business to be conducted by it and to enter into this Agreement and the transactions contemplated hereby, and perform and carry out all covenants and obligations on its part to be performed under and pursuant to this Agreement.
(d) The execution and delivery of this Agreement and the performance of the Generator's obligations hereunder have been duly authorized by all necessary action on the part of the Generator and do not and will not conflict with or result in a breach of the Generator's charter documents or by-laws or any indenture, mortgage, other agreement or instrument, or
Generator’s Representations. The Generator hereby represents and warrants as follows:
(a) The Generator is a corporation duly organized validly existing and in good standing under the laws of California and is duly qualified to do business and in good standing in the Commonwealth of Pennsylvania;
(b) The Generator has all requisite power and authority to carry on the business to be conducted by it and to enter into this Agreement and the transactions contemplated hereby, and perform and carry out all covenants and obligations on its part to be performed under and pursuant to this Agreement;
(c) The execution and delivery of this Agreement and the performance of the Generator's obligations hereunder have been duly authorized by all necessary action on the part of the Generator and do not and will not conflict with or result in a breach of the Generator's charter documents or by-laws or any indenture, mortgage, other agreement or instrument, or any statute or rule, regulation, order, judgment or decree of any judicial or administrative body to which the Generator is a party or by which the Generator or any of its properties is bound or subject.