Adelphia Representations and Warranties Sample Clauses

Adelphia Representations and Warranties. Adelphia represents and warrants to Citizens that Adelphia has all requisite power and authority to execute and deliver this Agreement and to consummate the transaction contemplated hereby. This Agreement has been duly authorized, executed and delivered by Adelphia and (assuming due execution and delivery by Citizens) constitutes the legal, valid and binding obligation of Adelphia, enforceable against Adelphia in accordance with is terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors' rights generally or by general equitable principles. In addition, Adelphia hereby makes all of the representations and warranties contained in Article 4 of the Merger Agreement to Citizens as if such representations and warranties were fully set forth herein.
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Related to Adelphia Representations and Warranties

  • Your Representations and Warranties You represent and warrant to the Company that:

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

  • DEBTOR'S REPRESENTATIONS AND WARRANTIES Debtor represents and warrants to Secured Party:

  • Vendor’s Representations and Warranties 1. The Vendor represents and warrants to the Purchaser that:

  • Buyer Representations and Warranties The Buyer represents and warrants to the Company and Seller that:

  • Ongoing Representations and Warranties If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, it will provide prompt written notification to the Sub-Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

  • Assignor's Representations and Warranties Assignor represents and warrants to Assignee that:

  • FUND REPRESENTATIONS AND WARRANTIES Each Fund hereby represents and warrants that (a) it is duly organized and validly existing in good standing in its jurisdiction of organization; (b) it has the requisite power and authority under applicable law and its organic record to enter into and perform this Agreement; (c) all requisite proceedings have been taken to authorize it to enter into and perform this Agreement; (d) no legal or administrative proceedings have been instituted or threatened which would materially impair the Fund’s ability to perform its duties and obligations under this Agreement; and (e) its entering into this Agreement shall not cause a material breach or be in material conflict with any other agreement or obligation of the Fund or any law or regulation applicable to it.

  • Seller Representations and Warranties The Seller represents and warrants to the Purchaser as of the Closing Date:

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