Representations and Warranties by the Township Sample Clauses

Representations and Warranties by the Township. The Township hereby makes the following representations and warranties: (a) The Township has the legal power, right and authority to enter into this Agreement and the instruments and documents referenced herein to which the Township is a party, to consummate the transactions contemplated hereby, to take any steps or actions contemplated hereby, and to perform their obligations hereunder, and as of the Effective Date except as to the PILOT Contingency and Financial Agreement and matters relevant thereto the Township has taken all action and is in receipt of all Governmental Approvals required to consummate the transactions contemplated hereunder and to perform its obligations hereunder. (b) This Agreement is duly executed by the Township, and is valid and legally binding upon the Township and enforceable in accordance with its terms on the basis of Applicable Laws currently in effect and the execution and delivery thereof shall not, with due notice or the passage of time, constitute a default under or violate the terms of any indenture, agreement or other instrument to which the Township is a party. (c) As of the Effective Date, to the best of the Township’s knowledge there is no action, proceeding or investigation now pending nor any basis therefor, known or believed to exist which questions the validity of this Agreement or any action or act taken or to be taken by the Township pursuant to this Agreement. (d) To the best of the Township’s knowledge, there is no pending litigation which affects the title to the Township Properties, the Redevelopment Area designation, the Redevelopment Plan, or the Township’s ability to convey the Township Properties to Redeveloper. (e) To the best of the Township’s knowledge the Township is not in violation of any term of any judgment, decree, injunction or order affecting the Township Properties. (f) The Township has not received notice of any pending eminent domain or condemnation of Township Properties and the Township does not know of, or have reason to know of, any proposed eminent domain or condemnation proceeding with respect to any portion of the Township Properties. (g) To the best of the Township’s knowledge the Township has not received any notice of violation issued by any federal, state or other public authority with respect to the Township Properties. (h) The Township is not aware of any pending challenge to the validity of the Redevelopment Plan or this Redevelopment Agreement. The Township knows of no state...
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Representations and Warranties by the Township. The Township hereby makes the following representations and warranties: (a) The Township has the legal power, right and authority to enter into this Agreement and the instruments and documents referenced herein to which the Township is a party, to consummate the transactions contemplated hereby, to take any steps or actions contemplated hereby, and to perform their obligations hereunder, and as of the Effective Date except as to Financial Agreement and matters relevant thereto the Township has taken all action and is in receipt of all Governmental Approvals required to consummate the transactions contemplated hereunder and to perform its obligations hereunder. (b) This Agreement is duly executed by the Township, and is valid and legally binding upon the Township and enforceable in accordance with its terms on the basis of Applicable Laws currently in effect and the execution and delivery thereof shall not, with due notice or the passage of time, constitute a default under or violate the terms of any indenture, agreement or other instrument to which the Township is a party. (c) As of the Effective Date, to the best of the Township’s knowledge there is no action, proceeding or investigation now pending nor any basis therefor, known or believed to exist which questions the validity of this Agreement or any action or act taken or to be taken by the Township pursuant to this Agreement, other than the Xxxxxxx Litigation. (d) To the best of the Township’s knowledge, there is no pending litigation which affects the Redevelopment Area designation or the Redevelopment Plan.
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Representations and Warranties by the Township. The Township hereby represents and warrants the following to Developer for the purpose of inducing Developer to enter into this Redevelopment Agreement, and to consummate the transactions contemplated hereby, all of which shall be true as of the date hereof, and all of which shall survive this Agreement: a. The Township duly adopted Resolution No. 179-2016 on June 21, 2016, which designated the area as in need of redevelopment in accordance with law, as set forth above in the Preliminary Statement. b. The Township duly adopted Ordinance No. No. 14-08-2019 on August 20, 2019 adopting a Redevelopment Plan in accordance with law, as set forth above in the Preliminary Statement. c. The Township duly adopted Resolution No. on , 2020 designating Developer as the redeveloper for the Project Site (subject to the execution of this Redevelopment Agreement) and authorizing the Township to enter into this Redevelopment Agreement d. This Redevelopment Agreement is duly executed by the Township and is valid and legally binding upon the Township and enforceable in accordance with its terms. The execution and delivery thereof shall not constitute a default under nor violate the terms of any indenture, agreement or other instrument to which the Township is a party. e. The Township will consider amendments or revisions to the Developer’s Concept Plan proposed by the Developer and required to ensure compliance with the Redevelopment Plan provided that they comply with the Redevelopment Plan.
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Representations and Warranties by the Township. The Township hereby represents and warrants the following to Developer for the purpose of inducing Developer to enter into this Redevelopment Agreement, and to consummate the transactions contemplated hereby, all of which shall be true as of the date hereof, and all of which shall survive this Agreement: a. The Township duly adopted Resolution No. 179-2016 on June 21, 2016, which designated the area as in need of redevelopment in accordance with law, as set forth above in the Preliminary Statement. b. The Township duly adopted Ordinance No. No. 14-08-2019 on August 20, 2019 adopting a Redevelopment Plan in accordance with law, as set forth above in the Preliminary Statement. c. This Redevelopment Agreement is duly executed by the Township and is valid and legally binding upon the Township and enforceable in accordance with its terms. The execution and delivery thereof shall not constitute a default under nor violate the terms of any indenture, agreement or other instrument to which the Township is a party. d. The Township will consider amendments or revisions to the Concept Plan proposed by the Developer and required to ensure compliance with the Redevelopment Plan provided that they comply with the Redevelopment Plan.
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Related to Representations and Warranties by the Township

  • Representations and Warranties by You You represent and warrant that: 2.1.1 You are an insurance company duly organized and in good standing under the laws of your state of incorporation. 2.1.2 All of your directors, officers, employees, and other individuals or entities dealing with the money and/or securities of the Trust are and shall be at all times covered by a blanket fidelity bond or similar coverage for the benefit of the Trust, in an amount not less than $5 million. Such bond shall include coverage for larceny and embezzlement and shall be issued by a reputable bonding company. You agree to make all reasonable efforts to see that this bond or another bond containing such provisions is always in effect, and you agree to notify us in the event that such coverage no longer applies. 2.1.3 Each Account is a duly organized, validly existing segregated asset account under applicable insurance law and interests in each Account are offered exclusively through the purchase of or transfer into a "variable contract" within the meaning of such terms under Section 817 of the Internal Revenue Code of 1986, as amended ("Code") and the regulations thereunder. You will use your best efforts to continue to meet such definitional requirements, and will notify us immediately upon having a reasonable basis for believing that such requirements have ceased to be met or that they might not be met in the future. 2.1.4 Each Account either: (i) has been registered or, prior to any issuance or sale of the Contracts, will be registered as a unit investment trust under the Investment Company Act of 1940 ("1940 Act"); or (ii) has not been so registered in proper reliance upon an exemption from registration under Section 3(c) of the 1940 Act; if the Account is exempt from registration as an investment company under Section 3(c) of the 1940 Act, you will use your best efforts to maintain such exemption and will notify us immediately upon having a reasonable basis for believing that such exemption no longer applies or might not apply in the future. 2.1.5 The Contracts or interests in the Accounts: (i) are or, prior to any issuance or sale will be, registered as securities under the Securities Act of 1933, as amended (the "1933 Act"); or (ii) are not registered because they are properly exempt from registration under Section 3(a)(2) of the 1933 Act or will be offered exclusively in transactions that are properly exempt from registration under Section 4(2) or Regulation D of the 1933 Act, in which case you will make every effort to maintain such exemption and will notify us immediately upon having a reasonable basis for believing that such exemption no longer applies or might not apply in the future.

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