Representations, Warranties and Agreements of the Management Investor -----------------------
Representations, Warranties and Agreements of. THE SUCCESSOR AND THE GUARANTORS The Successor and each Guarantor represents, warrants and agrees with the Trustee as follows:
Representations, Warranties and Agreements of. Stockholders as to ---------------------------------------------------------------- Corporation. As material inducement to Buyer and Parent to enter into this ------------ Agreement and to close hereunder, Stockholders, jointly and severally, hereby make the following representations, warranties and agreements to and with Buyer and Parent, which representations, warranties and agreements shall be true and correct as of the date of this Agreement and the Closing Date:
Representations, Warranties and Agreements of. LESSEE Lessee represents, warrants and agrees that, as of the effective date of this Lease and of each Schedule (a) Lessee has the form of business organization indicated, and is and will remain duly organized and existing in good standing under the laws of the state specified, under Lessee’s signature and is duly qualified to do business wherever necessary to perform its obligations under the Lease Documents, including each jurisdiction in which the Equipment is or will be located Lessee’s legal name is as shown in the preamble of this Lease, and Lessee’s Federal Employer Identification Number and organizational number are as set forth under Lessee’s signature Except as has been disclosed to Lessor in writing, within the previous six (6) years, Lessee has not changed its name, done business under any other name, or merged or been the surviving entity of any merger, except as disclosed to Lessor in writing (b) The Lease Documents (1) have been duly authorized by all necessary action consistent with Lessee’s form of organization, (2) do not require the approval of, or giving notice to, any governmental authority, (3) do not contravene or constitute a default under any applicable law, Lessee’s organizational documents, or any agreement, indenture or other instrument to which Lessee is a party or by which it may be bound, and (4) constitute legal, valid and binding obligations of Lessee enforceable against Lessee, in accordance with the terms thereof (c) There are no pending actions or proceedings to which Lessee is a party, and there are no other pending or threatened actions or proceedings of which Lessee has knowledge, before any court, arbitrator or administrative agency, which, either individually or in the aggregate, would have a Material Adverse Effect As used herein, “Material Adverse Effect” shall mean (i) a materially adverse effect on the business, condition (financial or otherwise), operations performance or properties of Lessee which materially impairs Lessee’s ability to pay its debts as they come due or on Lessor’s rights and remedies under this Lease or (II) a material impairment of the ability of Lessee to perform its obligations under or remain in compliance with such Schedule or any of the other Lease Documents. Further, Lessee is not in default under any financial or other material agreement that, either individually, or in the aggregate, would have a Material Adverse Effect, (d) All of the Equipment covered by such Schedule is located sol...
Representations, Warranties and Agreements of the Servicer. ------------ The Servicer, as a condition to the consummation of the transactions contemplated hereby, hereby makes the following representations and warranties to the Owner as of each Closing Date:
Representations, Warranties and Agreements of the Purchasers Each Purchaser, separately and not jointly, represents and warrants to the Company and each other Purchaser that:
Representations, Warranties and Agreements of the Executives
Representations, Warranties and Agreements of
