Representations and Warranties of the Authority Sample Clauses

Representations and Warranties of the Authority. The Authority represents and warrants to the Contractor that: (a) it has full power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated herein and that it has taken all actions necessary to execute this Agreement, exercise its rights and perform its obligations, under this Agreement; (b) it has taken all necessary actions under the Applicable Laws to authorise the execution, delivery and performance of this Agreement; (c) it has the financial standing and capacity to perform its obligations under this Agreement; (d) this Agreement constitutes a legal, valid and binding obligation enforceable against it in accordance with the terms hereof; (e) it has no knowledge of any violation or default with respect to any order, writ, injunction or any decree of any court or any legally binding order of any Government Instrumentality which may result in any material adverse effect on the Authority’s ability to perform its obligations under this Agreement; (f) it has complied with Applicable Laws in all material respects; (g) it has good and valid right to the Site and has the power and authority to grant the Right of Way in respect thereof to the Contractor; and (h) it has procured Right of Way and environment clearances such that the Contractor can commence construction forthwith on 90% (ninety per cent) of the total length of the Project Highway.

Representations and Warranties of the Authority. The Authority represents and warrants to the Developer that: (a) The Authority has full power and authority to grant the Project; (b) The Authority has taken all necessary action to authorise the execution, delivery and performance of this Agreement; (c) This Agreement constitutes the Authority’s legal, valid and binding obligation enforceable against it in accordance with the terms hereof; (d) There are no suits or other legal proceedings pending or threatened against the Authority in respect of the Project Site or the Project Facilities.

Representations and Warranties of the Authority. The Authority represents and warrants to the Operator that: (a) it has full power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated herein and that it has taken all actions necessary to execute this Agreement, exercise its rights and perform its obligations, under this Agreement; (b) it has taken all necessary actions under Applicable Laws to authorise the execution, delivery and performance of this Agreement; (c) it has the financial standing and capacity to perform its obligations under this Agreement; (d) this Agreement constitutes a legal, valid and binding obligation enforceable against it in accordance with the terms hereof; (e) it has no knowledge of any violation or default with respect to any order, writ, injunction or any decree of any court or any legally binding order of any Government Instrumentality which may result in any material adverse effect on the Authority’s ability to perform its obligations under this Agreement; (f) it has complied with Applicable Laws in all material respects; (g) it has good and valid right to the Depot Sites, and has power and authority to grant a licence, in respect thereto to the Operator; (h) upon the Operator submitting the Performance Security and complying with the covenants herein, it shall not at any time during the term hereof, interfere with peaceful exercise of the rights and discharge of the obligations by the Operator, subject to and in accordance with the provisions of this Agreement; and (i) upon the Operator submitting a written request to this effect with necessary particulars, it shall enable personnel of the Operator to travel on board the Buses for the purpose of discharging the Maintenance Obligations in accordance with the provisions of this Agreement and Good Industry Practice.

Representations and Warranties of the Authority. The Authority represents and warrants to StadCo, as of the Effective Date (unless otherwise expressly provided herein), as follows:

Representations and Warranties of the Authority. The Authority represents and warrants to the Mine Operator that: (a) it has full power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated herein and that it has taken all actions necessary to execute this Agreement and exercise its rights and perform its obligations under this Agreement; (b) it has taken all necessary actions under Applicable Laws to authorise the execution, delivery and performance of this Agreement; (c) it has the financial standing and capacity to perform its obligations under this Agreement; (d) this Agreement constitutes a legal, valid and binding obligation enforceable against it in accordance with the terms hereof; (e) it has no knowledge of any violation or default with respect to any order, writ, injunction or any decree of any court or any legally binding order of any Government Instrumentality which may result in a Material Adverse Effect; and (f) it has complied with Applicable Laws in all material respects .

Representations and Warranties of the Authority. The Authority represents and warrants to the Lessee that: i. The Authority has full power and authority to enter into this Agreement and has taken all necessary action to authorize the execution, delivery and performance of this Agreement; ii. This Agreement constitutes the Authority's legal, valid and binding obligation enforceable against it in accordance with the terms hereof; iii. It has no knowledge of any violation or default with respect to any order, writ, injunction or any decree of any court or any legally binding order of any Competent Authority which may result in any Material Adverse Effect on the Authority’s ability to perform its obligations under this Agreement iv. It has a good and valid right over the Leased Land and has power and authority to grant Lease in respect thereto to the Lessee; and v. Upon the Lessee paying the Land Premium, annual Lease Rent and performing the covenants herein, it shall not at any time during the Term hereof, interfere with peaceful exercise of the rights and discharge of its obligations by the Lessee, in accordance with this Agreement.

Representations and Warranties of the Authority. The Authority makes the following representations and warranties as the basis for the undertakings on the part of the Company contained herein: (a) The Authority is an Arizona nonprofit corporation designated by law as a political subdivision of the State of Arizona created and existing under the Constitution and laws of the State of Arizona; (b) The Authority has the power to enter into this Agreement and the Indenture and to perform and observe the agreements and covenants on its part contained herein and therein, including without limitation the power to issue and sell the Bonds as contemplated herein and in the Indenture, and by proper action has duly authorized the execution and delivery hereof and thereof; and (c) The execution and delivery of this Agreement and the Indenture by the Authority do not, and consummation of the transactions contemplated hereby and fulfillment of the terms hereof and thereof by the Authority will not, result in a breach of any of the terms or provisions of, or constitute a default under, any indenture, mortgage, deed of trust or other agreement or instrument to which the Authority is now a party or by which it is now bound, or, to the best knowledge of the Authority, any order, rule or regulation applicable to the Authority of any court or of any regulatory body or administrative agency or other governmental body having jurisdiction over the Authority or over any of its properties, or the Constitution or laws of the State of Arizona.

Representations and Warranties of the Authority. (a) The Authority makes the following representations and warranties to the City: (i) The Authority is a joint exercise of powers agency duly organized and existing under the laws of the State and is duly authorized to issue the 2022 Bonds and to perform its obligations under this Installment Purchase Agreement. (ii) All requirements have been met and procedures have occurred in order to authorize the execution and delivery of this Installment Purchase Agreement. The Authority has taken all necessary action and has complied with all provisions of the law required to make this Installment Purchase Agreement a valid and binding limited obligation of the Authority, except to the extent limited by bankruptcy, insolvency or other laws affecting the enforcement of creditors’ rights generally, by the application of equitable principles regardless of whether enforcement is sought in a proceeding at law or in equity, or by public policy. (iii) The 2022 Bonds have been duly authorized, executed and delivered by the Authority. Nothing in this Agreement shall be construed as requiring the Authority to provide any financing other than the proceeds of the 2022 Bonds or to provide sufficient moneys for all of the cost of accomplishing the purposes of the 2022 Bonds. (iv) To the best knowledge of the Authority, there is no action, suit, proceeding, inquiry or investigation by or before any court, governmental agency or public board or body pending or threatened against the Authority that (i) affects or seeks to prohibit, restrain or enjoin the issuance, execution or delivery of the 2022 Bonds, or the execution and delivery of the Indenture or this Installment Purchase Agreement, (ii) affects or questions the validity or enforceability of the 2022 Bonds, the Indenture or this Installment Purchase Agreement, or (iii) questions the tax-exempt status of interest on the 2022 Bonds.

Representations and Warranties of the Authority. The Authority hereby represents and warrants that on the Closing Date: (a) The Authority is a body corporate and politic of the State of South Dakota duly organized and established pursuant to the MFA Act and the laws of the State of Dakota and has the full power, authority and legal right to conduct its business as presently conducted, to own or hold under lease the property it purports to own or hold under lease and to enter into and perform its obligations under this Agreement and each of the other Operative Documents to which it is or will become a party, including, but not limited to, the full power, authority and legal right to receive from the User Head Lessor the User Head Lease Interest under the User Head Lease, to grant to the Trust the Head Lease Interest under the Head Lease, to lease the Facility from the Lessor under the Lease and to sublease the Facility to the Sublessee under the Sublease. (b) The execution, delivery and performance of this Agreement and each of the other Operative Documents to which it is or will become a party have been duly authorized by all necessary action on the part of the Authority and do not and will not violate the MFA Act or any of its ordinancesresolutions. Each Operative Document to which the Authority is a party has been duly and validly executed and delivered by the Authority and neither the execution, delivery and performance of any such Operative Document nor the consummation of the transactions contemplated thereby, nor compliance by the Authority with any of the terms and conditions thereof: (i) require the Authority to obtain any consent or approval of, or to give notice to, or to take any other action in respect of, any Governmental Authority (other than the consents referred to in Section 3(u), which have been obtained) or any trustee or holder of any indebtedness or obligations of the Authority; and (ii) do or will contravene the MFA Act, any of its ordinancesresolutions or any Applicable Law binding on or applicable to it or its property, or contravene the provisions of, or constitute a default under, or result in the creation of any Lien (other than the respective rights of parties to the Operative Documents created under the Operative Documents) upon the property of the Authority under any agreement or instrument to which the Authority is a party or by which the Authority or its properties are bound or affected where the effect thereof would be to adversely affect the ability of the Authority to p...

Representations and Warranties of the Authority. PLBs (a.) it has full power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated herein and that it has taken all actions necessary to execute this Agreement, exercise the rights and perform the obligations specified under this Agreement on behalf of all PLBs. (b.) it has taken all necessary actions under the Applicable Laws to authorize the execution, delivery and performance of this Agreement. (c.) it has the financial standing and capacity to perform its obligations under this Agreement. (d.) this Agreement constitutes a legal, valid and binding obligation enforceable against it in accordance with the terms hereof. (e.) all information provided by the Authority in the bid documents in connection with the Project is to the best of its knowledge and true and accurate in all material respects.