Representations of Xxxx Sample Clauses

Representations of Xxxx. XXXX represents and warrants to the Company as follows: (a) XXXX is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization and has the requisite power and authority to execute, deliver and carry out the terms and provisions of this Agreement and to consummate the transactions contemplated hereby; (b) this Agreement has been duly and validly authorized, executed and delivered by XXXX, constitutes a valid and binding obligation and agreement of XXXX and is enforceable against XXXX in accordance with its terms; and (c) XXXX, together with the XXXX Affiliates, beneficially own, directly or indirectly, an aggregate of 5,890,368 shares of Common Stock and such shares of Common Stock constitute all of the Common Stock beneficially owned by XXXX and the XXXX Affiliates or in which XXXX or the XXXX Affiliates have any interest or right to acquire or vote, whether through derivative securities, voting agreements or otherwise.
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Representations of Xxxx. Xxxx represents that (i) he has full legal right, power and authority to enter into and perform this Agreement, (ii) upon consummation of the transactions contemplated by the Merger Agreement (the "Closing Date"), Xxxx will be the beneficial owner (within the meaning of Rule 13(d)-3 (as such rules are currently in effect) under the Securities and Exchange Act of 1934, as amended) of 123,333 shares of Illini Common Stock (the "Xxxx Illini Stock"), and (iii) Xxxx does not have any agreements, arrangements or understanding with any other persons regarding the Xxxx Illini Stock.
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Representations of Xxxx. Xxxx represents as follows:
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Representations of Xxxx. Xxxx represents and warrants to ----------------------- International Wireless and Grupo Carso as follows:
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Representations of Xxxx. Xxxx represents and warrants to Alison as follows, (with regards to (a) (b) and (c) below such warranties are based on the representations contained in section 10 hereof):
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Representations of Xxxx. Xxxx represents and warrants to Company as follows:
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Representations of Xxxx. Xxxx hereby represents and warrants as follows:
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Representations of Xxxx. XXXX represents and warrants to the Company as follows: XXXX is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization and has the requisite power and authority to execute, deliver and carry out the terms and provisions of this Agreement and to consummate the transactions contemplated hereby; this Agreement has been duly and validly authorized, executed and delivered by XXXX, constitutes a valid and binding obligation and agreement of XXXX and is enforceable against XXXX in accordance with its terms; and XXXX, together with the XXXX Affiliates, beneficially own, directly or indirectly, an aggregate of (i) 21,388,351 shares of Common Stock and (ii) options entitling XXXX or such XXXX Affiliates to acquire 6,000,000 shares of the Common Stock, and such shares of the Common Stock and options constitute, respectively, all of the Common Stock and options beneficially owned by XXXX and the XXXX Affiliates or in which XXXX or the XXXX Affiliates have any interest or right to acquire or vote, whether through derivative securities, voting agreements or otherwise.
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Representations of Xxxx. Xxxx represents, agrees and certifies that:
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Related to Representations of Xxxx

  • Representations of GFS GFS represents and warrants to the Trust that:

  • REPRESENTATIONS OF ULTIMUS Ultimus represents and warrants that: (1) it will maintain a disaster recovery plan and procedures including provisions for emergency use of electronic data processing equipment, which is reasonable in light of the services to be provided, and it will, at no additional expense to the Trust, take reasonable steps to minimize service interruptions (Ultimus shall have no liability with respect to the loss of data or service interruptions caused by equipment failure, provided it maintains such plans and procedures); (2) this Agreement has been duly authorized by Ultimus and, when executed and delivered by Ultimus, will constitute a legal, valid and binding obligation of Ultimus, enforceable against Ultimus in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties; (3) it is duly registered with the appropriate regulatory agency as a transfer agent and such registration will remain in full force and effect for the duration of this Agreement; and (4) it has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.

  • Representations of Company COMPANY represents and warrants that it has all right, power and authority, without the consent of any other person, to execute and deliver, and perform its obligations under, this Agreement. All corporate and other actions required to be taken by COMPANY to authorize the execution, delivery and performance of this Agreement and the consummation of all transactions contemplated hereby have been duly and properly taken. This Agreement is the lawful, valid and legally binding obligation of COMPANY enforceable in accordance with its terms.

  • REPRESENTATIONS OF THE OWNER The Owner represents, unless otherwise specified in writing, to be unaware of the following:

  • Representations of Seller The Seller makes the following representations on which the Issuer is deemed to have relied in acquiring the Receivables. The representations speak as of the execution and delivery of this Agreement and as of the Closing Date, and shall survive the sale of the Receivables to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture.

  • REPRESENTATIONS OF ADVISER The Adviser represents, warrants and agrees as follows:

  • Representations of the Buyer The Buyer represents and warrants to the Seller as follows:

  • Representations of Buyer Buyer represents and warrants to Seller as follows:

  • Representations of the District The District represents, covenants and warrants to the Developer as follows:

  • REPRESENTATIONS OF MANAGER The Manager represents, warrants and agrees that:

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