REPRESENTATIONS BY CUSTOMER Clause Samples
REPRESENTATIONS BY CUSTOMER. By signing the Signature Page, you warrant that all of the information on the Account Application was provided by you or at your direction, that it is accurate and complete to the best of your knowledge and belief and that each of the following statements is accurate as to you and your Account; (a) you are of legal age to enter into contracts in the state of your domicile; (b) no one except those persons who have signed the Signature Page has any interest in the Account unless such interest is revealed in the title of the Account; and (c) unless you advise us to the contrary, in writing, and provide us with a letter of approval from your employer, where required, you represent that you are not an employee of any exchange, or of any corporation of which any exchange owns a majority of the capital stock, or a member of an exchange, or the Financial Industry Regulatory Authority (“FINRA”). You further represent that if any of the representations contained herein is or becomes materially inaccurate, you will promptly notify us in writing.
REPRESENTATIONS BY CUSTOMER. Customer represents and warrants to Bank that:
(a) It is a corporation or other entity duly incorporated or organized, validly existing, and in good standing under the laws of the state of its incorporation or organization, or a sole proprietorship;
(b) The execution, delivery and performance by Customer of this Agreement are within Customer’s powers, have been duly authorized by all necessary action and do not contravene Customer’s bylaws, charter or other governing documents or any law or contractual restriction;
(c) No authorization, approval or other action by, and no notice to or filing with any governmental authority or regulatory body is required for the execution, delivery and performance by Customer of this Agreement;
(d) This Agreement constitutes the legal, valid and binding obligation of Customer, enforceable against Customer in accordance with the terms of this Agreement;
(e) The financial statements provided by Customer to Bank were when delivered, and remain true, accurate and complete; and,
(f) No information furnished by Customer to Bank in connection with this Agreement or the implementation of the Service is inaccurate in any respect, contains any material misstatement of fact, or omits any fact necessary to make such statements not misleading. Customer agrees to promptly notify Bank if any of the representations or warranties were, when made, or become untrue or if Customer experiences any material adverse change in its business, financial condition, results or operations or prospects.
REPRESENTATIONS BY CUSTOMER. Customer represents and warrants to Issuer that: (a) this Agreement constitutes the legal, valid, binding, and enforceable agreement of Customer; and (b) that Customer’s execution and performance of this Agreement (i) does not constitute a breach of any agreement between Customer and a Person other than Issuer, or of any duty arising in law or equity, (ii) does not violate any law, rule or regulation applicable to Customer, and (iii) if Customer is an organization, is within the organizational powers of Customer and has been authorized by all necessary organizational action of Customer.
REPRESENTATIONS BY CUSTOMER. Customer hereby represents and warrants to --------------------------- Nikko and Custodian that:
(a) The proceeds of each Mortgage Loan have been fully advanced to the obligor under the Mortgage Note or in accordance with the written directions of the obligor as contained in the obligor's loan application;
(b) Any and all funds advanced into the Wire Out Account pursuant to Customer's request in accordance with Section 8(a) shall be deemed to be an Advance to Customer;
(c) The Wire Out Account shall be used only to disburse funds for the sole purpose of funding the related Mortgage Loan or to return funds to Nikko;
(d) Except for any funds to be advanced by Nikko as contemplated by Section 6(f), all other documents and requirements to create an enforceable first or second lien mortgage, as applicable, on the related real property have been completed and duly executed with respect to each Mortgage Loan held by Custodian pursuant to this Agreement; and
(e) All Required Documents related to such Mortgage Loans withdrawn from Custodian shall be held in trust by Customer for Nikko, and Customer will not attempt to pledge, hypothecate or otherwise transfer such Mortgage Loans to any other party until the related Advance has been paid in full.
REPRESENTATIONS BY CUSTOMER. Customer agrees that prior to or concurrently with the execution of this Agreement, it will provide Supplier with a list of its current suppliers, the respective costs paid to each supplier and the payment terms of the supplier. Additionally, Customer agrees to facilitate introductions between Supplier and manufacturers to keep relationships intact. Failing to provide such information and assistance to Supplier shall be deemed a material breach of this Agreement.
REPRESENTATIONS BY CUSTOMER. N
a. Customer warrants that the person signing this Contract on behalf of Customer is authorized and competent to sign this Contract and to bind Customer to the terms of this Contract.
b. Customer receives electric service from Company at the Service Address set forth above, is the person in whose name electric service is listed at the Service Address, and is the owner of the property at the Service Address.
c. Customer is an end-use electric consumer located within the electric service territory of Company in Minnesota whose primary business is not the generation of electricity for retail or wholesale sale from the same facility. Customer is not installing the PV System at the Service Address in connection with a business of developing or improving real estate for resale.
d. Customer shall install a new PV System at the Service Address, which shall have at least a five (5) year warranty, and shall be installed as of the date set forth in Exhibit 1.
e. The PV System shall be located on the Customer’s facilities at the Service Address at all times during the term of this Contract.
f. The PV System has a minimum nameplate DC output capacity of 500 ▇▇▇▇▇ and a maximum capacity of less than 20 kilowatts.
g. Customer represents that the PV System shall be sized, when combined with other distributed generation resources serving the Service Address, to supply no more than one hundred twenty percent (120%) of the previous annual (12-month) consumption of electric energy by Customer at the Service Address. Customer acknowledges that Solar*Rewards Program is only available to PV Systems where the estimated annual generation, as determined by the National Renewable Energy Laboratory’s PVWatts™ calculator is not more than 120% of the previous annual (12- month) electric energy consumption at the Service Address. If historical electric energy consumption data is not available due to new construction, the Company will calculate the estimated annual electric energy consumption.
h. PV equipment including, but not limited to modules, inverters, etc., as described in Customer’s completed Exhibit 1 shall meet eligibility requirements when listed as qualified on the Company website: ▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇▇.
i. [Intentionally left blank].
j. The Customer is not a participant in the Made in Minnesota program for the PV System covered by this Contract.
k. The Customer has not received an incentive under the Solar*Rewards program for another PV System installed at this Service Address...
REPRESENTATIONS BY CUSTOMER. Customer hereby makes the following representations and warranties to Company:
a. Customer warrants that the person signing this Contract on behalf of Customer is authorized and competent to sign this Contract and to bind Customer to the terms of this Contract.
b. Customer receives electric service from Company at the Service Address set forth above, is the person in whose name electric service is listed at the Service Address, and is the owner of the property at the Service Address.
c. Customer is an end-use electric consumer located within the electric service territory of Company in Minnesota whose primary business is not the generation of electricity for retail or wholesale sale from the same facility. Customer is not installing the PV System at the Service Address in connection with a business of developing or improving real estate for resale.
d. Customer shall install a new PV System at the Service Address, which shall have at least a five
REPRESENTATIONS BY CUSTOMER. Customer represents and warrants to Service Provider (and acknowledges that Service Provider is relying on such representations and warranties in connection with entering into this Agreement) that:
a). Customer owns and has good title to the Mining Equipment; free and clear of any mortgage, pledge, lien, charge, security interest, claim or other encumbrance, except as set forth in the Security Agreement, dated December 14, 2023 (the “Security Agreement” and together with loan agreement and other financing documents entered into in connection therewith, the “Loan Documents”) entered into between the Customer and JGB Collateral LLC, as administrative agent and collateral agent for the lenders referenced therein (the “Secured Parties”);
b). Customer is not in default under the Loan Documents and the execution, delivery, and performance of this Agreement by Customer does not and will not conflict with, result in any breach of, constitute a default (or event which with the giving of notice or lapse of time, or both, would become a default) under, require any consent under, or give to others any rights of termination, amendment, acceleration, suspension, revocation, or cancellation of, the Loan Documents or any other material contract to which Customer or any of its Affiliates is a party;
c). Customer further represents and warrants that neither it nor any of its subsidiaries nor, to Customer’s knowledge, any director, officer, agent, employee or affiliate, or person acting on behalf of Customer or its subsidiaries, has violated or will violate any applicable anti-bribery or anti-corruption Law, including the U.S. Foreign Corrupt Practices Act, has violated or will violate any applicable money laundering Laws and Securities Laws, or is or will become subject to any U.S. sanctions administered by the Office of Foreign Asset Control of the U.S. Treasury Department. As used herein, “Securities Laws” means all applicable federal and state securities laws, rules and regulations, including the Securities Act of 1933; and