Real Property Representations Sample Clauses

Real Property Representations. Except as noted, the following representations and warranties in this Section 3.11(d) apply to the Owned Real Property, the NDC Leased Real Property and the Other Leased Real Property (the "Real Property"). Except as set forth in Section 3.11(d) of the Disclosure Schedule, no work has been performed on or with respect to or in connection with any of the Real Property or Jondex Leased Real Property that would cause such Real Property or Jondex Leased Real Property to become subject to any mechanics', materialmen's, workmen's, repairmen's, carriers' or similar liens aggregating in excess of $25,000. The structures, plants, improvements, systems and fixtures (excluding storage tanks or other impoundment vessels, whether above or below ground) located on each such parcel of Real Property and Jondex Leased Real Property conform with all Federal, state and local statutes and laws and all ordinances, rules, regulations and similar governmental and regulatory requirements applicable to their current uses (except as set forth in Section 3.11(d) of the Disclosure Schedule, and except for Environmental Laws which are addressed exclusively in Section 3.28) and are in good operating condition and repair, ordinary wear and tear excepted. Each such parcel of Real Property, in view of the purposes for which it is currently used, conforms with all covenants or restrictions of record and each such parcel conforms with all applicable building codes and zoning requirements; to the Knowledge of the Principal Shareholders, current, valid certificates of occupancy (or equivalent governmental approvals) have been issued for each item of Real Property to the extent required by law; and the Principal Shareholders have no Knowledge of any proposed material change in any such governmental or regulatory requirements or in any such zoning requirements. Except as set forth in Section 3.11(d) of the Disclosure Schedule, all existing electrical, plumbing, fire sprinkler, lighting, air conditioning, heating, ventilation, elevator and other mechanical systems located in or about the Real Property are in good operating condition and repair, ordinary wear and tear excepted. The maintenance and operation of such items located in or about the Real Property or the Jondex Leased Real Property is and has been conducted in substantial compliance with the terms and conditions of all leases or subleases to which the Company or any Subsidiary is a party. The Company or the applicable Subsidiary has al...
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Real Property Representations. Section 3.16 Contracts and Commitments Section 3.17 Customers and Suppliers Section 3.18 Litigation Section 3.19 Environmental Matters Section 3.20 Compliance with Laws; Permits
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Real Property Representations. Except as set forth in Section 6(h)(iii) of the Disclosure Schedule, no work has been performed on or with respect to or in connection with the Real Property that would cause the Real Property to become subject to any mechanics', materialmen's, workmen's, repairmen's, carriers' or similar liens aggregating in excess of $15,000. The structures, plants, improvements, systems and fixtures (excluding storage tanks or other impoundment vessels, whether above or below ground) located on the Real Property conform with all Federal, state and local statutes and laws and all ordinances, rules, regulations and similar governmental and regulatory requirements applicable to their current uses (except as set forth in Section 6(h)(iii) of the Disclosure Schedule, and except for Environmental Laws which are addressed exclusively in Section 6(r)) and are in good operating condition and repair, ordinary wear and tear excepted. The Real Property, in view of the purposes for which it is currently used, conforms with all covenants or restrictions of record and conforms with all applicable building codes and zoning requirements; to the Knowledge of Seller, current, valid certificates of occupancy (or equivalent governmental approvals) have been issued for the Real Property to the extent required by law; and Seller has no Knowledge of any proposed material change in any such governmental or regulatory requirements or in any such zoning requirements. Except as set forth in Section 6(h)(iii) of the Disclosure Schedule, all existing electrical, plumbing, fire sprinkler, lighting, air conditioning, heating, ventilation, elevator and other mechanical systems located in or about the Real Property are in good operating condition and repair, ordinary wear and tear excepted. Seller has all easements, rights-of-way and similar rights necessary to conduct the Business as presently conducted and to use the Real Property as currently used, including, without limitation, easements and licenses for pipelines, power lines, water lines, roadways and other access. All such easements and rights are valid, binding and in full force and effect, any amounts due and payable thereon to date have been paid or have been fully accrued for in the books and records of Seller, neither Seller nor any other party thereto is in default thereunder, and there exists no event or condition affecting Seller or any other party thereto, which, with the passage of time or notice or both, would constitute a material def...
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Real Property Representations. The following representations and warranties in this Section 4.10(c) apply to the Owned Real Property and the Leased Real Property (the "Real Property"). Except as set forth in Section 4.10(c) of the Disclosure Schedule, no work has been performed on or with respect to or in connection with any of the Real Property that would cause such Real Property to become subject to any mechanics', materialmen's, workmen's, repairmen's, carriers' or similar liens aggregating in excess of $25,000. The structures, plants, improvements, systems and fixtures (excluding storage tanks or other impoundment vessels, whether above or below ground) located on each such parcel of Real Property conform with all Federal, state and local statutes and laws and all ordinances, rules, regulations and similar governmental and regulatory requirements applicable to their current uses (except as set forth in Section 4.10(c) of the Disclosure Schedule) and are in good operating condition and repair, ordinary wear and tear excepted. Each such parcel of Real Property, in view of the purposes for which it is currently used, conforms with all covenants or restrictions of record and each such parcel conforms with all applicable building codes and zoning requirements current, valid certificates of occupancy (or equivalent governmental approvals) have been issued for each item of Real Property to the extent required by law; and the Company has no Knowledge of any proposed material change in any such governmental or regulatory requirements or in any such zoning requirements. Except as set forth in Section 4.10(c) of the Disclosure Schedule, all existing electrical, plumbing, fire sprinkler, lighting, air conditioning, heating, ventilation, elevator and other mechanical systems located in or about the Real Property are in good operating condition and repair, ordinary wear and tear excepted. The maintenance and operation of such items located in or about the Real Property are and have been conducted in substantial compliance with the terms and conditions of all leases or subleases to which the Company or any Subsidiary is a party. The Company or the applicable Subsidiary has all easements, rights-of-way and similar rights necessary to conduct its business as presently conducted and to use the items of Real Property as currently used, including, without limitation, easements and licenses for pipelines, power lines, water lines, roadways and other access. All such easements and rights are valid, bindi...
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Real Property Representations. 38 9.28 Conduct of Business Prior to Closing.............................41 9.29 Obligations to Employees.........................................42 9.30 Compliance with Employment Requirements..........................42 9.31 Representations..................................................42 Article X Representations and Warranties of Purchaser...................42 10.1 Organization of Purchaser........................................43 10.2 Authorization....................................................43 TABLE OF CONTENTS (continued) PAGE 10.3 No Conflict or Violation.........................................43
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Real Property Representations. In connection with the Real Property, the Companies make the following representations and warranties to Purchaser which are and will be true and complete on the Closing Date:
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Real Property Representations 
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Related to Real Property Representations

  • Third Party Representations Each of the representations and the warranties made by Guarantor in the other Loan Documents (if any) are true, complete and correct in all material respects.

  • Environmental Representations and Warranties Except as otherwise disclosed by that certain Phase I environmental report (or Phase II environmental report, if required) delivered to Lender by Borrower in connection with the origination of the Loan (such report is referred to below as the “Environmental Report”), (a) there are no Hazardous Substances or underground storage tanks, surface impoundments, landfills, or disposal areas in, on, or under the Property and no Hazardous Substances have been handled, manufactured, generated, stored, processed, or disposed of on or released or discharged from the Property, except those that are (i) in compliance with Environmental Laws and with permits issued pursuant thereto (to the extent such permits are required under Environmental Laws), (ii) de-minimis amounts necessary to operate the Property for the purposes set forth in this Agreement which will not result in an environmental condition in, on or under the Property and which are otherwise permitted under and used in compliance with Environmental Laws, and (iii) fully disclosed to Lender in writing prior to the execution of the Loan Documents; (b) there are no past, present or threatened Releases of Hazardous Substances in, on, under or from the Property which has not been fully remediated in accordance with Environmental Law; (c) there is no threat of any Release of Hazardous Substances migrating to the Property; (d) there is no past or present non-compliance with or liability under any Environmental Laws, or with permits issued pursuant thereto, in connection with the Property (or operations thereon) which has not been fully remediated or resolved in accordance with Environmental Law; (e) Borrower does not know of, and has not received, any written or oral notice or other communication from any Person (including a Governmental Authority) relating to the possible liability of any Person pursuant to any Environmental Law, any Hazardous Substances or other environmental conditions present at or otherwise involving the Property, any Hazardous Substances requiring Remediation under any Environmental Laws, or any actual or potential administrative or judicial proceedings in connection with any of the foregoing; (f) Borrower has truthfully and fully disclosed to Lender, in writing, any and all information relating to environmental conditions in, on, under or from the Property that is known to Borrower and has provided to Lender all information that is contained in Borrower’s files and records, including any reports relating to Hazardous Substances in, on, under or from the Property or the environmental condition of the Property; and (g) there are no Institutional Controls or Environmental Liens on or affecting the Property.

  • Environmental Representations Except as disclosed on Schedule 6.17 to this Agreement:

  • Perfection Representations The representations, warranties and covenants set forth on Schedule I hereto shall be a part of this Agreement for all purposes. Notwithstanding any other provision of this Agreement or any other Basic Document, the perfection representations contained in Schedule I shall be continuing, and remain in full force and effect until such time as all obligations under the Indenture have been finally and fully paid and performed. The parties to this Agreement: (i) shall not waive any of the perfection representations contained in Schedule I, (ii) shall provide the Rating Agencies with prompt written notice of any breach of perfection representations contained in Schedule I, and (iii) shall not waive a breach of any of the perfection representations contained in Schedule I.

  • Collateral Representations No Person other than the Credit Parties, owns or has other rights in the Collateral, and the Collateral is valid and genuine Collateral, free from any Lien of any kind, other than the Lien of Lender and Permitted Liens.

  • Licensor Representations LICENSOR represents and warrants, for the benefit of LICENSEE, that:

  • Tenant Representations Tenant represents and warrants to Landlord as of the date hereof and continuing thereafter as follows:

  • Tenant’s Representations and Warranties The undersigned represents and warrants to Landlord that (i) Tenant is duly organized, validly existing and in good standing in accordance with the laws of the state under which it was organized; (ii) all action necessary to authorize the execution of this Amendment has been taken by Tenant; and (iii) the individual executing and delivering this Amendment on behalf of Tenant has been authorized to do so, and such execution and delivery shall bind Tenant. Tenant, at Landlord's request, shall provide Landlord with evidence of such authority.

  • Perfection Representations and Warranties If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture:

  • LANDLORD'S REPRESENTATIONS AND WARRANTIES Landlord represents and warrants to Tenant as follows:

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