Representations; Covenants. (a) The Company agrees to indemnify and hold Baylor, its Affiliates and its respective officers, trustees, directors, employees, agents and representatives, harmless from any liabilities, costs and expenses including attorney’s fees and expenses), obligations to any third party or causes of action by any third party arising out of or related to any breach of the representations, warranties, covenants and agreements made by the Company herein.
Representations; Covenants. 3.1Operator operates the Facility. Operator has granted or will grant a security interest in its Accounts and certain other assets to FHA Lender and HUD (collectively, the “Senior Secured Parties”) pursuant to the Operator Security Agreement in connection with one or more FHA-Insured Loans provided to Owner.
Representations; Covenants. (i) Each of the representations and warranties made by the Investor herein (including representations and warranties made in any schedule attached hereto, as applicable) shall be accurate in all material respects as of the Time of Closing with the same force and effect as if made at and as of the Time of Closing.
Representations; Covenants. The Executive represents and warrants to the Company that (a) the execution, delivery and performance of this Agreement by the Executive does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which the Executive is a party or by which the Executive is bound, (b) the Executive is not a party to or bound by any employment agreement, non-competition agreement or confidentiality agreement or any other agreement that conflicts with or inhibits this Agreement or any other agreement between the Executive and the Company, (c) upon the execution and delivery of this Agreement by the Company and the Executive, this Agreement shall be the valid and binding obligation of the Executive, enforceable in accordance with its terms and (d) the Executive has all licenses, consents and permits required by applicable laws, rules or regulations to perform the duties required of the Executive hereunder. The Executive agrees that the Executive will comply with all applicable laws, rules and regulations (including without limitation obtaining and maintaining any required licenses, consents or permits) in the performance of the Executive’s duties under this Agreement and with the Code of Conduct and other policies and procedures of the Company as in effect from time to time.
Representations; Covenants. The Custodian hereby confirms and agrees that:
Representations; Covenants. All representations shall be true as of the Closing and all such representations shall survive the Closing for a period of one year except as otherwise set forth in Article VI (Remedies). All covenants shall survive indefinitely.
Representations; Covenants. (a) The Company represents and warrants that it has the requisite corporate power to enter into this Agreement, that it has duly authorized, executed and delivered this Agreement and that the Agreement constitutes the valid and binding obligation of the Company, enforceable against the Company in accordance with its terms.
Representations; Covenants a. Nuclear Genco agrees that upon their issuance to Penn Power pursuant hereto, the Shares shall be fully paid and non-assessable and free and clear of any and all liens, claims, charges and encumbrances.
Representations; Covenants. (a) Each party represents and warrants, and shall on and as of the Purchase Date for any Transaction and on and as of each date thereafter through the related Repurchase Date be deemed to represent and warrant, as follows:
Representations; Covenants. (i) Each of the representations and warranties of the Company contained in this Agreement shall be accurate in all material respects as and when made and at and as of the Closing Time as though such representations and warranties were made at and as of the Closing Time.
