Corporation’s Representations Sample Clauses

Corporation’s Representations. The Corporation represents on its own behalf, and for each Fund, and warrants to SACS that the entering into and the performing of this Agreement by the Corporation are duly authorized and will not violate any provision of applicable law, regulation or order of any court, governmental or regulatory body, or any agreement or instrument by which the Corporation and each Fund are bound.

Corporation’s Representations. MSC represents and warrants that (i) the execution, delivery and performance of this Agreement by MSC has been fully and validly authorized by all necessary corporate action, (ii) the officer signing this Agreement on behalf of MSC is duly authorized to do so, (iii) the execution, delivery and performance of this Agreement does not violate any applicable law, regulation, order, judgment or decree or any agreement, plan or corporate governance document to which MSC is a party or by which it is bound and (iv) upon execution and delivery of this agreement by the parties hereto, it shall be a valid and binding obligation of MSC enforceable against it in accordance with its terms, except to the extent that enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.

Corporation’s Representations. Corporation represents and warrants with and to Consultant as follows: (a) The Corporation is free to enter into this Agreement and to perform each of its terms and covenants hereunder. (b) The Corporation is not restricted nor prohibited, contractually or otherwise, from entering into and performing this Agreement, and the Corporation's execution and performance of this Agreement is not a violation or breach of any other agreements between the Corporation and any other person or entity. (c) This Agreement is a legal, valid and binding agreement of the Corporation, enforceable in accordance with its terms. (d) When issued, the Preferred Stock and the shares of Common Stock to be issued thereunder, shall be duly authorized and validly issued, fully paid and non-assessable, and free and clear of all liens.

Corporation’s Representations. The Corporation makes the following representations as of the date of this Bond Purchase Agreement, all of which will survive the purchase and offering of the Bonds: (a) The Corporation is a corporation duly incorporated and in good standing under the laws of the State of Delaware and is qualified to do business and is in good standing in each jurisdiction where the ownership of its properties or the conduct of its business requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a material adverse effect on the consolidated financial position, stockholders’ equity or results of operations of the Corporation and its subsidiaries, taken as a whole, with full power to execute and deliver the Agreement, the CDU and this Bond Purchase Agreement (collectively, the “Corporation Documents”) and to perform its obligations thereunder and hereunder. (b) The Corporation has duly authorized the execution and delivery and performance by the Corporation of the Corporation Documents and all actions necessary and appropriate to carry out its obligations thereunder and hereunder. (c) This Bond Purchase Agreement has been duly executed and delivered by the Corporation. The Agreement and the CDU, when executed and delivered by the Corporation, will constitute valid and binding obligations of the Corporation, enforceable in accordance with their respective terms, subject to the effects of (i) any applicable bankruptcy, solvency, reorganization, moratorium, fraudulent conveyance or transfer or other laws relating to or affecting creditors’ rights generally, (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law) and (iii) any implied covenants of good faith and fair dealing. (d) The execution and delivery of the Corporation Documents and the performance by the Corporation of its obligations hereunder and thereunder will not violate, conflict with or result in a breach of or constitute a default under the Certificate of Incorporation, as amended to the date hereof, of the Corporation or any material indenture, agreement or other instrument by which the Corporation may be bound or any constitutional or statutory provision or order, rule, regulation, decree or ordinance of any court, government or governmental body having jurisdiction over the Corporation, which violation, conflict, breach or default would be reasonably expected to have an adv...

Corporation’s Representations. The Corporation, and the person signing this Contract on the Corporation‘s behalf, each hereby make the following representations to the Contractor: (i) The Corporation has all power and authority required to execute, deliver and perform this Contract; (ii) The execution, delivery and performance of this Contract by the Corporation and by the person signing this Contract on behalf of the Corporation have been duly authorized by all necessary corporate or partnership action; (iii) This Contract constitutes a legal, valid and binding agreement of the Corporation, enforceable against the Corporation in accordance with its terms, except as limited by bankruptcy, insolvency, receivership or other similar laws affecting or relating to the rights of creditors generally; (iv) The Corporation has the right to make all disclosures including intellectual property to the Contractor as may be required under this Contract.

Corporation’s Representations. The Corporation represents on its own behalf, and for each Portfolio, and warrants to ACS that the entering into and the performing of this Agreement by the Corporation are duly authorized and will not violate any provision of applicable law, regulation or order of any court, governmental or regulatory body, or any agreement or instrument by which the Corporation and the Portfolios are bound.

Corporation’s Representations. Corporation represents and warrants with and to Consultant as follows: (a) The Corporation is free to enter into this Agreement and to perform each of its terms and covenants hereunder. (b) The Corporation is not restricted nor prohibited, contractually or otherwise, from entering into and performing this Agreement, and the Corporation's execution and performance of this Agreement is not a violation or breach of any other agreements between the Corporation and any other person or entity. (c) This Agreement is a legal, valid and binding agreement of the Corporation, enforceable in accordance with its terms and Consultant agrees that the Services provided shall comply with the Federal securities laws and FINRA rules and regulations. (d) When issued, the Preferred Stock and the shares of Common Stock to be issued thereunder, shall be duly authorized and validly issued, fully paid and non-assessable, and free and clear of all liens.

Corporation’s Representations. The Corporation represents and warrants that (i) the execution, delivery and performance of this Agreement by the Corporation has been fully and validly authorized by all necessary corporate action, and (ii) the officer signing this Agreement on behalf of the Corporation is duly authorized to do so.

Corporation’s Representations