LWP REPRESENTATIONS AND WARRANTIES Sample Clauses

LWP REPRESENTATIONS AND WARRANTIES. LWP represents and warrants to CIM that (i) it has the right and power to perform its obligations and to grant the rights granted herein, (ii) LWP's creation and operation of the CIM Talk City Service, the CIM Talk City Joint Content Areas, the CIM OnNow Service, the Talk City Service and the OnNow Service pursuant to this Agreement will not violate any agreement or obligation between LWP and a third party or any laws or regulations and (iii) except for material provided by CIM and its licensors, suppliers or agents pursuant to the terms hereof, the content included on the CIM Talk City Service, the CIM Talk City Joint Content Areas, the CIM OnNow Service, the Talk City Service and the OnNow Service and the operation of the CIM Talk City Service, the CIM Talk City Joint Content Areas, the CIM OnNow Service, the Talk City Service and the OnNow Service by LWP as contemplated herein will be accurate and correct, will not violate or infringe any third party rights, including intellectual property rights, and will not adversely affect the operation of the CIM Sites in a material manner.
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Related to LWP REPRESENTATIONS AND WARRANTIES

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Your Representations and Warranties You represent and warrant to the Company that:

  • Ongoing Representations and Warranties If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, it will provide prompt written notification to the Sub-Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

  • Purchaser Representations and Warranties Purchaser represents and warrants to Seller that as of the date hereof:

  • Buyer Representations and Warranties The Buyer represents and warrants to the Company and Seller 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 Representations and Warranties The Seller represents and warrants to the Purchaser as of the Closing Date:

  • Investor Representations and Warranties The undersigned hereby acknowledges, represents and warrants to, and agrees with, the Company and its affiliates as follows:

  • Continuing representations and warranties The Borrower represents and warrants to the Bank that:

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