GRANTOR WARRANTIES Sample Clauses

GRANTOR WARRANTIES. The undersigned warrants that the undersigned has the full right and complete authority to enter into this Agreement, that the consent of no other party is necessary to effectuate the full and complete permission granted herein to Company to use the Property as described above or to grant the rights conveyed to Company hereunder, and that the use of the Property as provided herein shall not violate any applicable ordinance, zoning restriction or local laws.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
GRANTOR WARRANTIES. The Grantor warrants that: (a) (Registration) if it is a corporation, it is a corporation registered (or taken to be registered) and validly existing under the Corporations Act. (b) (Incorporation) if it is a corporation, it is validly incorporated, organised and subsisting in accordance with the laws of its place of incorporation. (c) (Power and capacity) it has full power and capacity to enter into and perform his obligations under this deed. (d) (Corporate Authorisations) all necessary authorisations for the execution, delivery and performance by the Grantor of this deed in accordance with its terms have been obtained or will be obtained prior to Completion. (e) (No legal impediment) the execution, delivery and performance of this deed: (1) complies with its constitution or other constituent documents (as applicable); and (2) does not constitute a breach of any law by which it is bound and which would prevent it from entering into and performing its obligations under this deed. (f) (Solvency): (1) it has not gone, or proposed to go, into liquidation; (2) it has not passed a windingup resolution or commenced steps for windingup or dissolution; (3) it has not received a deregistration notice under section 601AB of the Corporations Act or applied for deregistration under section 601AA of the Corporations Act; (4) it has not been presented or threatened with a petition or other process for windingup or dissolution and, so far as the Grantor is aware, there are no circumstances justifying a petition or other process; (5) no receiver, receiver and manager, judicial manager, liquidator, administrator, official manager has been appointed, or is threatened or expected to be appointed, over the whole or a substantial part of the undertaking or property of the Grantor, and, so far as the Grantor are aware, there are no circumstances justifying such an appointment; or (6) it has not entered into, or taken steps or proposed to enter into, any arrangement, compromise or composition with or assignment of the benefit of its creditors or class of them. (g) (Ownership) it is the legal and beneficial owner of the Option Shares. (h) (Option Shares validly issued and fully paid) the Option Shares have been validly issued, are fully paid and no money is owing to the Company in respect of them. (i) (Legal Advice) it has received legal advice about the effect of this deed or has had an adequate and reasonable opportunity to seek and receive legal advice about the effect of thi...
Sample 1Sample 2See All (4)
GRANTOR WARRANTIES. Grantor warrants that it has all necessary legal power, right and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby in the execution, delivery and performance of this Agreement. Furthermore, the execution and delivery of this Agreement has been duly authorized and no other action by Grantor is required in order to make it a valid and binding contractual obligation of Grantor. Grantor warrants that there are no oral or written leases or other occupancy agreements on any portion of the Property. Grantor warrants that to the best of its current actual knowledge without any duty of inquiry and except as disclosed in Phase I Environmental Site Assessment for Enterprise Rancheria 43-Acre Property dated May 2021, prepared by Analytical Environmental Services, the Property is not, as of the date of this Agreement, in violation of any federal, state or local law, ordinance or regulation (“Environmental Law”) relating to Hazardous Substances (as defined herein), industrial hygiene or the environmental conditions on, under or about the Property including, but not limited to, soil and ground water condition.
Sample 1
GRANTOR WARRANTIES. The Grantor warrants that: (a) (Power and capacity) he has full power and capacity to enter into and perform his obligations under this deed. (b) (No legal impediment) the execution, delivery and performance of this deed does not constitute a breach of any law by which he is bound and which would prevent him from entering into and performing its obligations under this deed.
Sample 1
GRANTOR WARRANTIES. The Grantor warrants that: (a) (Registration) if it is a corporation, it is a corporation registered (or taken to be registered) and validly existing under the Corporations Act. (b) (Incorporation) if it is a corporation, it is validly incorporated, organised and subsisting in accordance with the laws of its place of incorporation.
Sample 1
GRANTOR WARRANTIES. Grantor warrants that it has all necessary legal power, right and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby in the execution, delivery and performance of this Agreement. Furthermore, the execution and delivery of this Agreement has been duly authorized and no other action by Grantor is required in order to make it a valid and binding contractual obligation of Grantor. Grantor warrants that there are no oral or written leases or other occupancy agreements on any portion of the Property.
Sample 1
GRANTOR WARRANTIES. Grantee acknowledges that, except as expressly stated above, Grantor has made no representations or warranties, written or oral, express or implied, with respect to the Property. During the period that this Contract is in effect, Grantor shall maintain the Property in its current condition, reasonable wear and tear excepted.
Sample 1
AutoNDA by SimpleDocs
GRANTOR WARRANTIES. Grantor warrants that Grantor is the owner of the Easement Tract and shall defend title to the Easement Tract against the claims of any and all persons, and that Grantor has full authority to grant this Easement Agreement according to its terms. Grantor further warrants that to the best of Grantor’s knowledge, the Easement Tract is free from any form of contamination and contains no hazardous, toxic or dangerous substances. Grantee shall have no responsibility for environmental contamination or liabilities unless caused by Grantee directly or that occurred during Grantee’s prior ownership of the Easement Tract. The Easement granted hereby is subject to all valid and existing leases, agreements, deeds, easements, rights-of- way, restrictive covenants, or other instruments now of record which affect the Easement Tract.
Sample 1
GRANTOR WARRANTIES. The Grantor’s exact legal name (as indicated in the public record of the Grantor’s jurisdiction of organization) is as set forth on the signature block to this Security Agreement. The Grantor’s jurisdiction of organization is the State of Nebraska and the State of Nebraska has not assigned an organizational identification number to the Grantor. The location of the Grantor’s chief executive office is the address provided in the Trust Agreement as the address for notice to the Grantor. The Grantor will not, except upon 30 days prior written notice to the Agent and delivery to the Agent of all additional financing statements and other documents reasonably requested by the Agent to maintain the validity, perfection and priority of the security interest provided for herein, (i) change its jurisdiction of organization or (ii) change its name. If the Grantor changes the address of its chief executive office, it shall promptly provide written notice to the Agent of such new address.
Sample 1

Related to GRANTOR WARRANTIES

  • Vendor Warranties 2.1 The vendor warrants that these general conditions 1 to 28 are identical to the general conditions 1 to 28 in the standard form of contract of sale of real estate prescribed by the Estate Agents (Contracts) Regulations 2008 for the purposes of section 53A of the Estate Agents Act 1980. 2.2 The warranties in general conditions 2.3 and 2.4 replace the purchaser’s right to make requisitions and inquiries. 2.3 The vendor warrants that the vendor: (a) has, or by the due date for settlement will have, the right to sell the land; and (b) is under no legal disability; and (c) is in possession of the land, either personally or through a tenant; and (d) has not previously sold or granted any option to purchase, agreed to lease or granted a pre-emptive right which is current over the land and which gives another party rights which have priority over the interest of the purchaser; and (e) will at settlement be the holder of an unencumbered estate in fee simple in the land; and (f) will at settlement be the unencumbered owner of any improvements, fixtures, fittings and goods sold with the land. 2.4 The vendor further warrants that the vendor has no knowledge of any of the following: (a) public rights of way over the land; (b) easements over the land; (c) lease or other possessory agreement affecting the land; (d) notice or order affecting the land which will not be dealt with at settlement, other than the usual rate notices and any land tax notices; (e) legal proceedings which would render the sale of the land void or voidable or capable of being set aside. 2.5 The warranties in general conditions 2.3 and 2.4 are subject to any contrary provisions in this contract and disclosures in the Section 32 Statement required to be given by the vendor under section 32 of the Sale of Land Act 1962 in accordance with Division 2 of Part II of the Act. 2.6 If sections 137B and 137C of the Building Act 1993 apply to this contract, the vendor warrants that: (a) all domestic building work carried out in relation to the construction by or on behalf of the vendor of the home was carried out in a proper and workmanlike manner; and (b) all materials used in that domestic building work were good and suitable for the purpose for which they were used and that, unless otherwise stated in the contract, those materials were new; and (c) domestic building work was carried out in accordance with all laws and legal requirements, including, without limiting the generality of this warranty, the Building Act 1993 and regulations made under the Building Act 1993. 2.7 Words and phrases used in general condition 2.6 which are defined in the Building Act 1993 have the same meaning in general condition 2.6.

  • Contractor Warranties 7.12.1 If and to the extent Developer obtains general or limited warranties from any Contractor in favor of Developer with respect to design, materials, workmanship, equipment, tools, supplies, software or services, Developer also shall cause such warranty to be expressly extended to TxDOT and any third parties for whom Work is being performed or equipment, tools, supplies or software is being supplied by such Contractor; provided that the foregoing requirement shall not apply to standard, pre-specified manufacturer warranties of mass- marketed materials, products (including software products), equipment or supplies where the warranty cannot be extended to TxDOT using commercially reasonable efforts. TxDOT agrees to forebear from exercising remedies under any such warranty so long as Developer or a Lender is diligently pursuing remedies thereunder. To the extent that any Contractor warranty would be voided by reason of Developer's negligence in incorporating material or equipment into the Work, Developer shall be responsible for correcting such defect. 7.12.2 Contractor warranties (if any) are in addition to all rights and remedies available under the CDA Documents or applicable Law or in equity, and shall not limit Developer’s liability or responsibility imposed by the CDA Documents or applicable Law or in equity with respect to the Work, including liability for design Defects, latent construction Defects, strict liability, breach, negligence, willful misconduct or fraud.

  • Warranties and Guaranties 10 3.8 Insurance..................................................................................... 10 3.9

  • Our Warranties We warrant that (a) this Agreement, the Order Forms and the Documentation accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Data, (b) We will not materially decrease the overall security of the Purchased Services during a subscription term, (c) the Purchased Services will perform materially in accordance with the applicable Documentation, (d) subject to Section 5.3 (Integration with Xxx-Xxxxxxxxxx.xxx Applications), We will not materially decrease the functionality of the Purchased Services during a subscription term, and (e) the Purchased Services and Content will not introduce Malicious Code into Your systems. For any breach of an above warranty, Your exclusive remedies are those described in Sections 12.3 (Termination) and 12.4 (Refund or Payment upon Termination).

  • Buyer Warranties 38.1 The Buyer represents and warrants that: (a) it has full power and capacity to enter into this Contract; (b) it has the financial capacity to perform its obligations; (c) it does not require the consent of any third party to this Contract or to perform its obligations; (d) they are aware of the rights given to purchasers by sections 217-219 (inclusive)of the Act ; (e) that any alteration, variation or matter referred to in clause 13 of this Contract will not materially prejudice their position and the Buyer agrees to be bound by any such matters or alterations; (f) it has not relied on or been induced to enter into this Contract by any representation or warranty made by the Seller, a consultant of the Seller, an agent of the Seller or any other person other than as expressly set out in this Contract; (g) it has relied on its own independent investigations and enquiries about the Scheme, the development and the Lot in entering into this Contract; (h) it has had the opportunity to obtain independent legal, financial, taxation and accounting advice in relation to the Lot and this Contract; and (i) the Buyer was not introduced to the lot by any person other than the Agent. 38.2 The Buyer agrees that information in brochures, models or other material of any description in connection with the sale of the Lot are indicative only and are not to be relied on or if relied on, the Buyer acknowledges that it elects to do so at its own risk and with full understanding that the Lot and Scheme may vary from the information in those items as represented in any of them, in accordance with the terms of this Contract. Where there is any inconsistency between plans, the sizes, dimensions and measurements on the draft survey plan contained in the Disclosure Statement (as amended from time to time) prevails. 38.3 The Buyer acknowledges and agrees that it has had the opportunity, prior to signing this Contract, to obtain an independent valuation in relation to the Lot and that no representations or warranties about the likely value of the lot at completion has been made by the Seller, a consultant of the Seller, an agent of the Seller. 38.4 The Buyer acknowledges and agrees that it had the opportunity to investigate the Land and the financial viability and/or performance of any investment in the Lot prior to signing this Contract and during the statutory 5 day cooling off period.

  • Representations or Warranties The Collateral Agent shall not make nor shall it be deemed to have made any representations or warranties as to the validity, legality or enforceability of this Agreement, any other Loan Document or any other document or instrument or as to the correctness of any statement contained in any thereof, or as to the validity or sufficiency of any of the pledge and security interests granted hereby, except that the Collateral Agent in its individual capacity hereby represents and warrants (a) that each such specified document to which it is a party has been or will be duly executed and delivered by one of its officers who is and will at such time be duly authorized to execute and deliver such document on its behalf, and (b) this Agreement is or will be the legal, valid and binding obligation of the Collateral Agent in its individual capacity, enforceable against the Collateral Agent in its individual capacity in accordance with its terms, subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ rights generally.

  • Warranties of Seller With respect to each Transaction, Seller represents and warrants to Buyer on the Trade Date for each Product that such Product complies with any Applicable Program for which the Product is specified as so complying in the Product Order, and on the Delivery Date for each Product that: (i) Seller has good and marketable title to such Product; (ii) Seller has not sold the Product or any Environmental Attribute of the Product to be transferred to Buyer to any other person or entity;

  • No Other Representations or Warranties Except for the express written representations and warranties made by Parent and Merger Sub in this Article V, none of Parent, Merger Sub or any other Person makes any express or implied representation or warranty regarding Parent, Merger Sub or any of their respective Affiliates or any of its or their respective businesses, operations, assets, liabilities, conditions (financial or otherwise) or prospects or its or their respective Representatives in connection with this Agreement or the transactions contemplated by this Agreement, and each of Parent and Merger Sub expressly disclaims any other representations or warranties; provided, however, that notwithstanding the foregoing provisions of this Section 5.09, nothing in this Section 5.09 shall limit the Company’s remedies with respect to claims of Fraud or Willful Breach in connection with, arising out of or otherwise related to this Agreement and the transactions contemplated by this Agreement or any instrument or other document delivered pursuant to this Agreement. Neither Parent nor Merger Sub is relying, and neither Parent nor Merger Sub has relied on or is or will be entitled to rely on, any representations or warranties whatsoever regarding the subject matter of this Agreement, express or implied, except for the representations and warranties in Article IV, including the Company Disclosure Schedule. Such representations and warranties by the Company in Article IV and the Company Disclosure Schedule constitute the sole and exclusive representations and warranties of or on behalf of the Company in connection with the Transactions, and each of Parent and Merger Sub understands, acknowledges and agrees that all other representations and warranties of any kind or nature whether express, implied or statutory, including as to the completeness or accuracy of any other representations or warranties, are specifically disclaimed by the Company.

  • Representations, Warranties and Agreements of Seller The Seller agrees and acknowledges that it shall, as a condition to the consummation of the transactions contemplated hereby, make the representations and warranties specified in Section 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement, as of the Closing Date. The meaning of the term "Agreement" as used in Sections 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement shall include this Agreement. The Seller, without conceding that the Mortgage Loans are securities, hereby makes the following additional representations, warranties and agreements which shall be deemed to have been made as of the Closing Date: a) neither the Seller nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of any Mortgage Loans, any interest in any Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of any Mortgage Loans, any interest in any Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to any Mortgage Loans, any interest in any Mortgage Loans or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action which would constitute a distribution of the Mortgage Loans under the Securities Act of 1933 (the "1933 Act") or which would render the disposition of any Mortgage Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto, nor will it act, nor has it authorized or will it authorize any person to act, in such manner with respect to the Mortgage Loans; and b) the Seller has not dealt with any broker or agent or anyone else who might be entitled to a fee or commission in connection with this transaction other than the Purchaser.

  • Purchaser Warranties 8.1. The Purchaser warrants to the Seller as at the Execution Date, and, save as expressly provided otherwise, as at the Completion Date in terms of the warranties set out in Schedule 4 (“Purchaser Warranties”). 8.2. The Purchaser acknowledges that the Seller has entered into this Agreement in reliance on, amongst others things, the Purchaser Warranties. 8.3. If after the Execution Date (i) it is brought to the knowledge of the Purchaser that any of the Purchaser Warranties were untrue, inaccurate or misleading in any material respect as of the Execution Date, or (ii) any event occurs or any matter arises which to the knowledge of the Purchaser results or could reasonably be expected to result in any of the Purchaser Warranties being untrue, inaccurate or misleading in any material respect at Completion had the Purchaser Warranties been repeated as at the Completion Date, the Purchaser shall notify the Seller in writing as soon as reasonably practicable and in any event prior to the Completion Date. Any such notifications shall be disregarded with respect to determining whether the condition set forth in Clause 3.1(iii) has been satisfied and for the purposes of Clause 10.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!