Representations and Warranties by Assignor. The Assignor hereby represents and warrants that (i) the execution, delivery and performance by Assignor of this Assignment are within its limited liability company powers and have been duly authorized by all necessary company action on its part; and (ii) the Assignor is the owner of the Membership Interests free and clear of all liens, claims, security interests, transfer restrictions and other encumbrances.
Representations and Warranties by Assignor. Assignor represents and warrants to Assignee that:
Representations and Warranties by Assignor. Without limiting or amending Assignor's representations and warranties made in the Purchase Agreement, Assignor represents and warrants that it owns all right, title and interest in and to the Marks and the Applications and Registrations, and that it has the full power and authorization to execute and perform this Assignment and to make the assignments and transfers contained herein of the Marks, Applications and Registrations.
Representations and Warranties by Assignor. 3.1 Assignor is duly organized, validly existing and in good standing under its jurisdiction of organization.
Representations and Warranties by Assignor. (a) Assignor represents and warrants to Assignee that the copy of the Lease attached hereto as Exhibit “A” is a true, correct and complete copy of the Lease that includes all amendments, modifications or other agreements pertaining to Assignor’s lease of the Nxxxx Xxxxx Premises including, without limitation, any mortgage or oxxxxxxxx subordination, non-disturbance and attornment agreement. Assignor further warrants and represents to Assignee that, to Assignor’s knowledge, Assignor is not now, and as of the Effective Date will not be, in default or breach of any of the provisions of the Lease, and that Assignor has no knowledge of any claim by Landlord that Assignor is in default or breach of any of the provisions of the Lease. Assignor warrants and represents to Assignee that the Lease has not previously been assigned and its leasehold is free of all liens and encumbrances including, without limitation, any underlease or license.
Representations and Warranties by Assignor. To the best of Assignor’s actual knowledge, neither the Assignor nor its portion of the Project is in default under the FILOT Agreement, and all requirements of Assignor under the FILOT Agreement have been satisfied as of the Effective Date.
Representations and Warranties by Assignor. Assignor hereby represents, warrants and covenants to Assignee as of the date hereof that:
Representations and Warranties by Assignor. Assignor represents and warrants that, upon the Effective Date:
