Representation and Warranty of the Guarantor Sample Clauses

Representation and Warranty of the Guarantor. The Guarantor hereby represents and warrants that all acts, conditions and things required to be done and performed and to have happened precedent to the creation and issuance of this Security Guarantee, to constitute the same valid, binding and legal obligation of the Guarantor, enforceable against the Guarantor, its successors and assigns in accordance with its terms, have been done and performed and have happened in compliance with all applicable laws. The Guarantor acknowledges that this Security Guarantee is a guarantee of payment and not of collection. The obligation of the Guarantor under this Security Guarantee shall constitute a direct, general, irrevocable, unsecured and unsubordinated obligations of the Guarantor. The Guarantor acknowledges that it will receive direct and indirect benefits from the issuance of the Securities pursuant to this Indenture and that the waivers set forth in this Article Eleven are knowingly made in contemplation of such benefits.
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Representation and Warranty of the Guarantor. 3.1 The Guarantor is an independent civil entity organized in accordance with law and existing legally, has all necessary capability to civil right and may perform obligations under this Contract in its own name and bear civil liability.
Sample 1
Representation and Warranty of the Guarantor. The Guarantor represents and warrants that that it has not had commenced and served or threatened against it by Canada Steamship Lines Inc. ("CSL") or the Seafarers' International Union of Canada ("SIU") any litigation, labor action, or other claim in connection with its charter of the Financed Vessel, the operation of the Financed Vessel on the Great Lakes or St. Lawrence Seaway, or the potential acqxxxxxxxx of the Financed Vessel by the Guarantor.
Sample 1

Related to Representation and Warranty of the Guarantor

  • Representations and Warranties of the Guarantor The Guarantor represents and warrants as follows:

  • REPRESENTATIONS AND WARRANTIES OF THE GUARANTORS Each Guarantor represents and warrants to each Holder that:

  • Representations and Warranties of the Grantor The Grantor represents --------------------------------------------- and warrants to the Grantee that: (a) the Grantor is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to enter into and perform this Agreement; (b) the execution and delivery of this Agreement by the Grantor and the consummation by it of the transactions contemplated hereby have been duly authorized by the Board of Directors of the Grantor and this Agreement has been duly executed and delivered by a duly authorized officer of the Grantor and constitutes a valid and binding obligation of the Grantor, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors' rights and to general equity principles; (c) the Grantor has taken all necessary corporate action to authorize and reserve the Shares issuable upon exercise of the Option and the Shares, when issued and delivered by the Grantor upon exercise of the Option, will be duly authorized, validly issued, fully paid and non-assessable and free of any lien, security interest or other adverse claim and free of any preemptive rights; (d) except as otherwise required by the HSR Act, the execution and delivery of this Agreement by the Grantor and the consummation by it of the transactions contemplated hereby do not require the consent, waiver, approval or authorization of or any filing with any person or public authority and will not violate, require a consent or waiver under, result in a breach of or the acceleration of any obligation under, or constitute a default under, any provision of any charter or by-law, indenture, mortgage, lien, lease, agreement, contract, instrument, order, law, rule, regulation, stock market rule, judgment, ordinance, decree or restriction by which the Grantor or any of its subsidiaries or any of their respective properties or assets is bound; and (e) no "fair price", "moratorium", "control share acquisition" or other form of anti-takeover statute or regulation is or shall be applicable to the acquisition of Shares pursuant to this Agreement.

  • Representations and Warranties of the Company and the Guarantor The Company and the Guarantor jointly and severally represent and warrant to each Underwriter that:

  • Representations and Warranties of the Grantee The Grantee represents and warrants that:

  • Representations and Warranties of Guarantor Guarantor represents and warrants that:

  • Representations and Warranties of the Parent The Parent hereby represents and warrants to the Shareholder as follows:

  • Representations and Warranties of the Company and the Guarantors The Company and the Guarantors jointly and severally represent and warrant to each Initial Purchaser that:

  • Representations and Warranties of the Issuer The Issuer represents and warrants that:

  • Representations and Warranties of the Borrower The Borrower represents and warrants as follows:

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