Representations and Warranties of Applicant. Applicant represents and warrants that:-
Representations and Warranties of Applicant. Applicant represents and warrants that (a) it is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, has all requisite power and authority to carry on its business as now conducted and is qualified to do business in, and is in good standing in, every jurisdiction where such qualification is required, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect; (b) the transactions contemplated by this Agreement are within the Applicant’s corporate powers and have been duly authorized by all necessary corporate action, this Agreement has been duly executed and delivered by the Applicant and constitutes a legal, valid and binding obligation of the Applicant, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law; (c) the transactions contemplated by this Agreement (i) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, except (A) those required in the ordinary course of business of the Applicant in connection with the performance by the Applicant of its obligations of the covenants hereunder, other filings under securities laws, and filings, registrations consents or approvals in each case not required to be made or obtained by the date hereof, and (B) the filing by the Applicant of a Periodic Report on Form 8-K with respect to the transactions contemplated hereby, which filing will be made promptly following the execution and delivery of this Agreement, (ii) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Applicant or any order of any Governmental Authority, (iii) will not result in a material violation of or default under any indenture or other material agreement or instrument binding upon the Applicant or any of the Subsidiaries or their assets, or give rise to a right thereunder to require any payment to be made by the Applicant or any of the Subsidiaries, and (iv) will not result in the creation or imposition of any material Liens on any material assets of the Applicant or any of the ...
Representations and Warranties of Applicant. Applicant hereby represents and warrants as follows:
Representations and Warranties of Applicant. Each of the Applicants represents and warrants in favour of NGen as follows:
Representations and Warranties of Applicant. The Applicant represents and warrants in favour of NGen as follows: if the Applicant is a corporation, it is duly incorporated, amalgamated or continued, and existing, under the laws of the jurisdiction of its incorporation, amalgamation or continuance, and has all necessary corporate power and capacity to enter into and perform its obligations in respect of the project or initiative contemplated under the Application; the Applicant has taken all necessary action to authorize the execution and delivery by it of its obligations under the Application, and the project or initiative contemplated under the Application; and the performance of the obligations of the Applicant with respect to the project or initiative contemplated under the Application, do and will not breach or result in a default under (i) any of its constating documents; (ii) any applicable law to which it is subject; or (iii) any contract or covenant by which it is bound. Confidential Information
Representations and Warranties of Applicant. On the date hereof and on the date of any LC Event, Applicant makes to Goldman the representations and warranties set forth in Article III of the Credit Agreement with each reference therein to “this Agreement”, “hereunder”, “hereof” and words of like import referring to the Credit Agreement being deemed to be a reference to this Agreement and defined terms therein being deemed, mutatis mutandis, to be a reference to this Agreement and the corresponding defined terms herein.
Representations and Warranties of Applicant. The applicant represents and warrants to the Exchange that, as of the date hereof and on an ongoing basis during such time that an applicant is a Participant:
Representations and Warranties of Applicant. Applicant, in consideration of becoming a Member of OIX and subject to OIX’s acceptance and execution of this Agreement, hereby represents and warrants to OIX as follows:
Representations and Warranties of Applicant. 19.1 Applicant represents and warrants that:-
Representations and Warranties of Applicant. In connection with Applicant’s application for purchase of a Membership, Applicant hereby makes to the Club the representations and warranties contained in this Section 11. Applicant acknowledges and agrees that the Club is relying upon Applicant’s representations and warranties contained in this Section 11 with respect to compliance by the Club with applicable laws and with respect to other relevant matters. The Club considers each representation and warranty of Applicant contained in this Section 11 to be material, the breach of any of which by Applicant shall be deemed by the Club to be a material breach of this Agreement.
