Performance; Representations and Warranties. At Closing and at any time a Subsequent Payment is made, (i) the Recipient shall have performed and complied with all applicable agreements and conditions contained herein required to be performed or complied with by it and (ii) the representations and warranties set forth in this Agreement and the Assurances and Certifications contained in the Application shall be true and correct in all material respects.
Performance; Representations and Warranties. As of the initial Closing, (i) the Recipient shall have performed and complied with all applicable agreements and conditions contained herein required to be performed or complied with by it, (ii) the representations and warranties set forth in this Agreement shall be true and correct in all material respects, and (iii) the Assurances and Certifications contained in the Application shall be true and correct in all material respects or shall, to the satisfaction of the CDFI Fund, not have a material adverse effect on the Recipient’s execution of and performance under this Agreement.
Performance; Representations and Warranties. Road further represents and warrants that:
(a) the Services, Application Software and all hardware and software necessary to provide the Services shall perform in accordance with and meet the requirements and Standards of Performance herein and in Exhibit A;
(b) any Services repaired or substituted under this Agreement shall be warranted for the Term of the Agreement; and
(c) Road shall perform the Services in a professional, workmanlike manner and in accordance with the requirements set forth herein, including Exhibit A, and that the Services will perform in accordance with the applicable documentation for the Application Software.
Performance; Representations and Warranties. As of the initial Closing, (i) the Awardee shall have performed and complied with all applicable agreements and conditions contained herein required to be performed or complied with by it and (ii) the representations and warranties set forth in this Agreement and the Assurances and Certifications contained in the Application shall be true and correct in all material respects.
Performance; Representations and Warranties. Supplier represents and warrants, during the Term, that Supplier uses frequently updated virus and malware protection software to prevent the introduction of viruses, spyware, malware, or similar items ("Malicious Code") into the SaaS Software. As Company's sole remedy with respect to a breach of this warranty, Supplier will use reasonable efforts to remove such Malicious Code. Except as otherwise provided herein, Supplier provides the SaaS Solution to Company on an “as-is” basis without warranties, express or implied. Company acknowledges that it has had a sufficient opportunity to make investigations of and utilize on a trial basis the SaaS Solution and satisfy itself as to the functionality and technical specifications of the SaaS Solution. Supplier does not represent or warrant that (a) the use of the SaaS Solution will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system, or data, (b) the SaaS Solution will meet requirements or expectations, (c) any results or stored Company Data will be accurate or reliable, (d) errors or defects will be corrected, (e) the SaaS Solution or the server(s) that make the SaaS Solution available are free of viruses or other harmful components; or (f) the SaaS Solution or results will meet any regulatory approvals or requirements. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed by Supplier to the maximum extent permitted by applicable Law.
Performance; Representations and Warranties e-Media represents and ------------------------------------------ warrants the following:
Performance; Representations and Warranties. The Borrower shall have performed and complied with all agreements and conditions contained in the Facility Agreement and the other Loan Documents to be performed by or complied with by the Borrower on or prior to the date hereof, the representations and warranties of the Borrower and the Guarantors contained herein shall be true and correct in all respects as of the date hereof, and the Lenders shall have received a certification from the chief executive officer or chief financial officer of the Borrower to the foregoing effect.
Performance; Representations and Warranties. At Closing, (i) the Recipient shall have performed and complied with all applicable agreements and conditions contained herein required to be performed or complied with by it, and (ii) the representations and warranties set forth in this Agreement and the Assurances and Certifications contained in the Application shall be true and correct in all material respects, and (iii) the Assurances and Certifications contained in the Application shall be true and correct in all material respects, or shall, to the satisfaction of the CDFI Fund, not have a material adverse effect on the Recipient’s execution of and performance under this Agreement.
Performance; Representations and Warranties. The Company shall have performed in all material respects its agreements contained in this Agreement required to be performed by it at or prior to the Effective Time and, except as contemplated or permitted by this Agreement, the representations and warranties of the Company set forth in this Agreement, if qualified by materiality, are true in all respects and if not so qualified, are true in all material respects, when made and at and as of the Effective Time as if made at and as of such time, and TCI Music and Merger Sub shall have received a certificate of the Company executed on behalf of the Company by the President or an Executive Vice President of the Company to that effect.
Performance; Representations and Warranties. The Seller shall fully comply, and be in full compliance, with all obligations and undertakings imposed on and required of the Seller under this Contract. Furthermore, all representations and warranties of the Seller set forth in this Contract shall be true and complete as of the effective date of this Contract and shall continue to be true and complete until and at the time of the Closing.
