Representations and Warranties by Tenant. Tenant warrants to Landlord that: (a) the financial statements of Tenant furnished to Landlord are true and correct to the best of Tenant’s knowledge, (b) there has been no significant adverse change in Tenant’s financial condition since the date of the financial statements, (c) the financial statements fairly represent the financial condition of Tenant upon those dates and at the time this Lease is executed, (d) there are no delinquent taxes due and unpaid by Tenant, and (e) Tenant has never voluntarily or involuntarily been named as a debtor in any bankruptcy or involuntary proceedings. Tenant warrants that Tenant has disclosed in writing to Landlord all lawsuits pending or threatened against Tenant, and Tenant has made no material misrepresentation or material omission of facts regarding Tenant’s financial condition or business operations. Tenant acknowledges that Landlord has relied on the information and representations furnished by Tenant to Landlord and that Landlord would not enter into this Lease otherwise.
Representations and Warranties by Tenant. The Tenant makes the following representations and warranties as the basis for the undertakings on its part herein contained:
(a) The Tenant is a corporation, validly existing and in good standing, under the laws of the State of Delaware, is duly qualified to do business in South Carolina, has power to enter into this Lease, and by proper corporate action has been duly authorized to execute and deliver this Lease.
(b) This Lease constitutes a valid and binding commitment of the Tenant and the authorization, execution and delivery of this Lease, the Indenture and the Escrow Agreement, and the performance by the Tenant of its obligations hereunder or thereunder, will not conflict with or constitute a breach of, or a default under, (i) any existing law, court or administrative regulation, decree, or order, or (ii) any material agreement, mortgage, lease or other instrument, to which the Tenant is subject or by which it or its properties are bound which would have a material adverse affect on the Tenant's ability to perform its obligations hereunder. The Tenant has obtained, or will obtain in due course, all governmental and third party consents, licenses and permits deemed by the Tenant to be necessary or desirable for the acquisition, construction and operation of the Project as contemplated hereby, and will maintain all such consents, permits and licenses in full force and effect.
(c) No event has occurred and no condition currently exists with respect to the Tenant which would constitute a Default or an "Event of Default" as defined herein or in the Indenture.
(d) The Tenant intends to operate the Project for the purpose of a facility for the manufacture of personal hygiene products and for such other purposes permitted under the Act as the Tenant may deem appropriate. The Project constitutes a "Project" permitted under the Act, and the Infrastructure constitutes infrastructure within the meaning of Section 4-29-68(A)(2) of the Act. The South Carolina Coordinating Council for Economic Development has approved the Project for benefits under the Enterprise Zone Act.
(e) The acquisition, by construction and purchase, of the Project by the County through the issuance of the Bonds and the leasing of the Project to the Tenant has been instrumental in inducing the Tenant to locate within the Multi-County Industrial Park and enlarge its facilities in the County and in the State of South Carolina.
(f) The Industrial Bond is being issued in the amount estimated by t...
Representations and Warranties by Tenant. Tenant warrants to Landlord that (1) there has been no significant adverse change in Tenant’s financial condition since the date of the financial statements, (2) the financial statements fairly represent the financial condition of Tenant upon those dates and at the time of execution hereof, (3) there are no delinquent taxes due and unpaid by Tenant, and (4) Tenant has never declared bankruptcy. Tenant warrants that Tenant has disclosed in writing to Landlord, by providing to Landlord copies of its 10Q and 10K statements, all material lawsuits pending or threatened against Tenant and, to the best of Tenant’s knowledge, Tenant has made no material misrepresentation or material omission of facts regarding Tenant’s financial condition or business operations. All financial statements must be dated and signed by Tenant. Tenant acknowledges that Landlord has relied on the above information furnished by Tenant to Landlord and that Landlord would not have entered into this lease otherwise. As used in this Lease, the phrase “to the best of Tenant’s knowledge,” or any similar phrase shall refer to and mean the current actual, conscious knowledge of Xxxx X. Xxxx, Vice President, Human Resources and Xxxxx X. Xxxxxxxx, Corporate Facilities Manager, without any duty of inquiry, review or investigation.
Representations and Warranties by Tenant. As a material inducement to Landlord to enter into this Second Amendment to Lease, Tenant represents and warrants to Landlord that, as of the date of this Second Amendment to Lease:
(a) The Lease is in full force and effect. There are no defaults by Landlord or Tenant under the Lease, and no circumstance has occurred which, but for the expiration of an applicable grace period, would constitute an event of default by Landlord or Tenant under the Lease. Tenant has no defenses or rights of offset under the Lease.
(b) Tenant has full right, power and authority to enter into this Second Amendment to Lease. The Lease, as amended by this Second Amendment to Lease, are binding obligations of Tenant, enforceable in accordance with their respective terms.
(c) Tenant is the sole lawful tenm1t under the Lease, and Tenant has not sublet, assigned, conveyed, encumbered or otherwise transferred any of the right, title or interest of Tenant under the Lease or arising from its use or occupancy of the Premises, and no other person, partnership, corporation or other entity has any right, title or interest in the Lease or the Premises, or the right to occupy or use all or any part of the Premises.
Representations and Warranties by Tenant. Tenant hereby represents and warrants to Landlord as of the Execution Date: (a) Tenant has the legal power, right and authority to enter into this Agreement and the instruments referenced herein that are to be executed by Tenant, and to consummate the transactions contemplated hereby; and the individuals executing this Agreement and the instruments referenced herein on behalf of Tenant have the legal power, right, and actual authority to bind Tenant to the terms and conditions hereof and thereof; (b) any and all required consents to or approvals for Tenant executing this Agreement, whether required by Tenant’s internal policies, by third parties or otherwise, have been obtained; (c) this Agreement and the Lease are binding obligations of Tenant, enforceable in accordance with their terms; and (d) Tenant is the sole lawful tenant under the Lease, and, except for the Sublease, Tenant has not sublet, assigned, conveyed, encumbered or otherwise transferred any of the right, title or interest of Tenant under the Lease arising from its use or occupancy of the Premises, and no other person or entity other than Subtenant has any right, title or interest in the Lease or the Premises or the right to occupy or use all or any part of the Premises.
Representations and Warranties by Tenant. The Tenant represents and warrant to the Landlord as follows [a] that the Tenant is a company duly incorporated under the laws of Malaysia and has full legal right, authority and power to enter into and bind itself by this Agreement; all appropriate and necessary actions have been taken to authorise the execution of this Agreement and the execution and delivery thereof does not exceed the power and authority of the officers executing the same; and [b] the Tenant has obtained (or will obtain by the date of commencement of the tenancy herein) all the necessary licences, approvals, permits and consents from all relevant regulatory, licensing, local and other appropriate authorities to operate on the said Premises and to carry on the business in the way the Tenant intends to conduct its business.
Representations and Warranties by Tenant. The Tenant warrants to the Landlord that:
(1) it has the power to enter into this Lease; and
(2) it has relied on its own enquiries and investigations in relation to all matters referred to in this Lease and not on any representation or warranty by or on behalf of the Landlord.
Representations and Warranties by Tenant. As a material inducement to Landlord to enter into this Second Amendment, Tenant represents and warrants to Landlord that, as of the date of this Second Amendment:
(a) The Lease is in full force and effect. There are no defaults by Tenant under the Lease, and, to Tenant’s actual knowledge, without inquiry, there are no defaults by Landlord under the Lease, and, to Tenant’s actual knowledge, without inquiry, no circumstance has occurred which, but for the expiration of an applicable grace period, would constitute an event of default by Landlord or Tenant under the Lease. To Tenant’s actual knowledge, Tenant currently has no defenses or rights of offset under the Lease.
(b) Tenant has full right, power and authority to enter into this Second Amendment. The Lease, as amended by this Second Amendment, is a binding and enforceable obligation of Tenant.
(c) Tenant is the sole lawful tenant under the Lease, and Tenant has not sublet, assigned, conveyed, encumbered or otherwise transferred any of the right, title or interest of Tenant under the Lease or arising from its use or occupancy of the Premises, and no other person, partnership, corporation or other entity has any right, title or interest in the Lease or the Premises, or the right to occupy all or any part of the Premises, by, through or under Tenant.
Representations and Warranties by Tenant. Tenant represents and warrants to Landlord as of the Effective Date and throughout the Lease Term as follows:
15.2.1 Tenant is a limited liability company, duly organized, validly existing, and in good standing under the laws of the State of Illinois;
15.2.2 To the extent required by applicable Laws, Tenant is qualified to do business in the State;
15.2.3 Tenant has all requisite power and authority, has taken all actions required by its organizational documents and applicable Law, and has obtained all necessary consents, to execute and deliver this Lease and to perform Tenant’s obligations pursuant to this Lease;
Representations and Warranties by Tenant. The representations and warranties of Tenant in this Section 5.1 are a material inducement for Landlord to enter into this Lease. Tenant represents and warrants to Landlord as follows:
