Applicant's Representations and Warranties Clause Examples

Applicant's Representations and Warranties. The Applicant represents and warrants that, both at the time of signing this Investment Agreement and throughout the Term: (a) it is properly established and in good standing under the laws of its jurisdiction of establishment; (b) dealings with it are not prohibited under any Applicable Laws Including any applicable Anti- Bribery, Anti-Corruption and Sanctions Laws or Export Control Laws; (c) all information contained in the Application, together with any other documentation provided to Alberta Innovates in relation to the Project is accurate and complete, and will remain so in all material respects during the Term; (d) it has made full, true and plain disclosure of all facts relevant to the Project and its commitments under this Investment Agreement and will comply with same throughout the term, Including specifically any ongoing disclosure and reporting obligations; (e) it has all necessary power and authority to enter into, execute, deliver and perform its obligations under this Investment Agreement and all necessary action has been taken by it to approve this Investment Agreement and the transactions contemplated herein; (f) the entering into and performance of this Investment Agreement does not violate or breach any other agreement to which it is a party or any of its constating documents, and (g) it met all Program Eligibility Requirements at the time of entering this Investment Agreement and will retain such status throughout the Term.

Applicant's Representations and Warranties. Applicant represents and warranties to TINCheck that: Applicant's agreement to license the TINCheck Services from TINCheck and to engage TINCheck to perform the TINCheck Services hereunder does not violate any agreement or obligation between Applicant and any third party. Neither any information delivered by Applicant to TINCheck in support of this Agreement nor Applicant's performance of this Agreement will infringe on any copyright, patent, trade secret or other proprietary right held by any third party. None of the activities for which Applicant has engaged the services of TINCheck shall violate any international, federal, state, or local law or regulation relating to individual privacy. Neither Applicant nor any of its affiliates will use the TINCheck Services for, (i) any unlawful, fraudulent. libelous, defamatory, threatening, abusive or otherwise objectionable information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or foreign law, including without limitation the U.S. export control laws and regulations. When executed and delivered by Applicant, this Agreement will constitute the legal, valid, and binding obligation of Applicant, enforceable in accordance with its terms.

Applicant's Representations and Warranties. Applicant represents and warrants that: a. The DG Facility is fully and accurately described in the Application. b. All information in the Application is true and correct. c. The DG Facility has been installed to Member's satisfaction. d. Member has been given warranty information and an operation manual for the DG Facility (as applicable). e. Member has been adequately instructed in the operation and maintenance of the DG Facility. f. The DG facility is prepared to generate electricity in parallel with Xxxxxx Xxxxx. g. The Member shall operate the DG Facility in compliance with all policies and operational standards of Xxxxxx Xxxxx.

Applicant's Representations and Warranties. Applicant represents and warrants that: 13.1.1 It is a corporation validly existing and in good standing under the laws of the State of , and that it has all requisite power and authority to carry on the business to be conducted by it and to enter into this Agreement and shall maintain such status during the term of this Agreement. The execution and delivery of this Agreement and the performance of Applicant’s obligations hereunder have been duly authorized by appropriate Applicant executive authority: 13.1.2 There is no threatened or pending action or proceeding affecting Applicant before any court, governmental agency or arbitrator that could reasonably be expected to materially adversely affect the financial condition or operations of Applicant in a manner that would impair the ability of Applicant to perform its obligations hereunder or purports to affect the legality, validity or enforceability of this Agreement.

Applicant's Representations and Warranties. Covenants. Xxxxxxxxxx and Applicant represent, warrant, and covenant that:

Applicant's Representations and Warranties. 7.1. The Applicant undertakes: 7.1.1. to properly and timely execute all the obligations assumed with the means of the Agreement; 7.1.2. no later than within five (5) business days to inform the Bank in writing: 7.1.2.1. about the decisions on the Applicant's liquidation, reorganization (merger or division of companies, changing the type or status of the company), restructuring, bankruptcy proceedings institution against the Applicant or initiation of extrajudicial bankruptcy procedure; 7.1.2.2. about changed Applicant's Articles of Association, name, domicile address and other Applicant's details specified in the Agreement, changed head of the Applicant (stating new head’s name, identification number, and domicile) or members of any other of the Applicant's management bodies (Board, Supervisory Board), Applicant's members (shareholders, members, co-partners, etc.) (indicating the name, personal identification number and permanent places of residence and / or names, identification codes, domiciles of Applicant’s new members); 7.1.2.3. about the sanctions applied or intended to apply by state government or law enforcement authorities on the Applicant, which deprive of or restrict the Applicant's rights in the economic-commercial activities, limit disposal of the Applicant's property; 7.1.2.4. about Applicant’s accounts opened and / or closed with other banks; 7.1.3. to comply with regulatory requirements of the Republic of Lithuania during the Agreement validity. 7.2. The Applicant represents and warrants that: 7.2.1. the commitments assumed by the Applicant under the Agreement do not contradict with any provisions of the legal act, conditions of trade / service providing transaction, in which Applicant is the party, any court, arbitration or government body's decision, which is applicable to the Applicant; 7.2.2. the Applicant's representative, having signed the Agreement, acts in accordance with his powers, entering into the Agreement does not contradict with the laws, Applicant’s Articles of Association, other founding documents, regulations of management bodies and other regulatory acts, Applicant’s obligations under the contracts with the third parties, also all the permissions, consents, authorizations to conclude the Agreement of Applicant's governing bodies and public authorities have been obtained; 7.2.3. the Applicant has all the necessary permits and licenses necessary for the Applicant's activities; 7.2.4. all the documents submitted to the Bank...

Applicant's Representations and Warranties. The Applicant represents and warrants as follows and acknowledges that the Funder is relying upon such representations and warranties:

Applicant's Representations and Warranties. 2.1 The Applicant represents and warrants that: (a) the information provided in the Grant Application is true and accurate; (b) the Grant Application complies with all of the applicable Phase III eligibility criteria contained in the Grant Program; (c) the Applicant will not obtain LEED Gold Certification for the Property; (d) upon completion of the Phase III Work, the Phase III Work shall comply with all of the Phase III Requirements; (e) the Property is a Xxxxxxxxxx Site and is located within the municipal boundaries of the city of Edmonton; (f) the Property has not received a previous Phase III grant under the Grant Program; and (g) the Applicant is the registered owner of the Property; (h) the Applicant is: (i) a corporation validly existing under the laws of the Province of Alberta and has done all necessary corporate acts to execute and deliver this Agreement and shall do all such necessary corporate acts as may be required to give full effect to the matters set out in this Agreement; or (ii) an individual or individuals who have provided the City with sufficient information to prove they are a legal entity who can execute and deliver this Agreement and give full effect to the matters set out in this Agreement; (i) the Applicant has the legal capacity and authority to enter into this Agreement, and any ancillary agreements, to perform all obligations under this Agreement; (j) the Applicant has taken all necessary actions, steps, and corporate and other proceedings to approve or authorize the execution of the Agreement; (k) the execution and performance of the Agreement by the Applicant will not result in a violation, breach of any Applicable Law or corporate bylaw applicable to the Applicant; (l) the Applicant is not bankrupt, no assignment has been made for the benefit of creditors, and no receiver has been appointed on account of the Applicant's insolvency; (m) the Applicant will use its best efforts to undertake redevelopment of the Property as outlined in the Grant Application.

Applicant's Representations and Warranties. Applicant represents and warrants that: a. The DER facility is fully and accurately described in the Application; b. All information in the Application is true and correct; c. The DER Facility has been installed to Applicant’s satisfaction and in accordance with the approved Application; d. Applicant has been given warranty information and an operation manual for the DER facility; and e. Applicant has been adequately instructed in the operation and maintenance of the DER facility.