REPRESENTATIONS AND WARRANTIES AND COVENANTS RELATED TO USWS Sample Clauses

REPRESENTATIONS AND WARRANTIES AND COVENANTS RELATED TO USWS. USWS represents and warrants to and covenants with each Purchaser and Xxxxx Xxxxxxx & Co., through its Xxxxxxx Energy division, in its capacity as the financial advisor to the special committee of the Board for the offering contemplated hereby, as follows:
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REPRESENTATIONS AND WARRANTIES AND COVENANTS RELATED TO USWS. 11 Section 3.01 Corporate Existence 11 Section 3.02 Capitalization and Valid Issuance of Purchased Securities 11 Section 3.03 USWS SEC Documents 13 Section 3.04 No Material Adverse Change 14 Section 3.05 Litigation 14 Section 3.06 No Conflicts; Compliance with Laws 15 Section 3.07 Authority, Enforceability 15 Section 3.08 Approvals 15 Section 3.09 Investment Company Status 16 Section 3.10 Certain Fees 16 Section 3.11 Books and Records; Xxxxxxxx-Xxxxx Compliance 16 Section 3.12 Listing and Maintenance Requirements 16 Section 3.13 Insurance 16 Section 3.14 Pre-Closing Covenants of USWS 16 Section 3.15 Disclosure of Transactions 16
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REPRESENTATIONS AND WARRANTIES AND COVENANTS RELATED TO USWS. USWS represents and warrants to and covenants with each Purchaser as follows:
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Related to REPRESENTATIONS AND WARRANTIES AND COVENANTS RELATED TO USWS

  • Representations and Warranties and Covenants 9 4.1 GENERALLY ........................................................... 9 4.2

  • Representations and Warranties; No Defaults The following statements shall be true on the date of such Loan or Issuance, both before and after giving effect thereto and, in the case of any Loan, to the application of the proceeds thereof:

  • Representations and Warranties; No Default On the Amendment Effective Date, after giving effect to the amendment of the Loan and Security Agreement contemplated hereby:

  • Survival of Representations and Warranties and Covenants All representations and warranties made by the parties hereto, and all covenants and other agreements of the parties hereto, in this Subscription Agreement shall survive the Closing.

  • Representations, Warranties and Covenants The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that:

  • Representations and Warranties and Covenants of the Counterparty (a) The Counterparty represents and warrants to the related Depositor, as of the date on which information is first provided to the related Depositor under Section 2(a)(ii), Section 2(b)(ii) or Section 2(b)(iii)(A), that, except as disclosed in writing the related Depositor prior to such date:

  • Covenants, Representations and Warranties The General Partner covenants, represents and warrants that the following are presently true, will be true at the time of each Capital Contribution payment made by the Limited Partner and will be true during the term of this Agreement, to the extent then applicable.

  • Representations, Warranties and Covenants of Company The Company represents and warrants to, and covenants with, the Subscriber as follows:

  • Certain Covenants, Representations and Warranties of Client In connection with the Co-Managers’ activities hereunder, Client hereby represents, warrants, covenants, and agrees, as applicable, to each Co-Manager:

  • Representations, Warranties and Covenants of Parent Parent represents, warrants and covenants to Stockholder that, assuming due authorization, execution and delivery of this Agreement by Stockholder, this Agreement constitutes the legal, valid and binding obligation of Parent, enforceable against Parent in accordance with its terms, except (i) to the extent limited by applicable bankruptcy, insolvency or similar laws affecting creditors’ rights and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. Parent has the corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by Parent of this Agreement and the consummation by Parent of the transactions contemplated hereby have been duly and validly authorized by Parent and no other corporate proceedings on the part of Parent are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Parent.

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