Representations and Warranties by Xxxxx. Buyer represents and warrants to Seller as follows:
Representations and Warranties by Xxxxx. Buyer represents and warrants to Seller that Buyer is a municipal corporation under the laws of the State of Minnesota; that Xxxxx is duly qualified to transact business in the State of Minnesota; that Buyer has the power and authority to execute this Agreement and any Buyer’s Closing Documents signed by it; that this Agreement and all such documents have been duly authorized by all necessary city action on the part of Buyer and at the Closing shall have been duly executed and delivered; that the execution, delivery, and performance by Xxxxx of such documents does not conflict with or violate Buyer’s charter, or any judgment, order or decree of any court or arbiter or any agreement by which Buyer is bound; and that all such documents are valid and binding obligations of Buyer and are enforceable in accordance with their terms. Buyer represents and warrants that it has not retained a broker and has no knowledge of any brokerage fees associated with the sale or purchase of the Property other than Seller’s brokerage arrangement with Xxxx Xxxxxxxx and The Xxxxxxxx Group, Inc. These representations and warranties constitute a primary inducement for Seller to enter into this Agreement and shall survive the execution of this Agreement and continue for one (1) year following the delivery of the deed required by this Agreement. If said representations and warranties are at any time found to be false or inaccurate, Buyer will be in material breach of this Agreement.
Representations and Warranties by Xxxxx. SIDCO represents and warrants that:
Representations and Warranties by Xxxxx. In order to induce Fargo to --------------------------------------- enter into this Agreement, Xxxxx hereby covenants with, and represents and warrants to, Fargo as follows:
Representations and Warranties by Xxxxx. Xxxxx represents and warrants to TL as follows (such representations and warranties to survive the completion of the issuance of the Shares to TL):
Representations and Warranties by Xxxxx. Xxxxx hereby represents, warrants, covenants and agrees to and with Stockholders as follows:
Representations and Warranties by Xxxxx. Xxxxx represents and warrants to Arcelor as follows, which representations and warranties shall be true, complete and correct as of the date hereof and as of the Closing Date (regardless of whether or not they expressly refer to the Closing Date) and shall survive the Closing of the Transactions contemplated herein except as otherwise provided in this Agreement, and Arcelor’s right to rely on such representations and warranties shall not be impaired by any investigation hereto or hereafter made by or for Arcelor, any notice to Arcelor or any actual or constructive knowledge of Arcelor.
Representations and Warranties by Xxxxx. Buyer represents and warrants to Seller that Buyer is a municipal corporation under the laws of the State of Minnesota; that Buyer is duly qualified to transact business in the State of Minnesota; that Buyer has the requisite municipal power and authority to enter into this Agreement and the Buyer’s Closing Documents signed by it; such documents have been or will be duly authorized by all necessary municipal action on the part of Buyer and have been or will be duly executed and delivered; that the execution, delivery and performance by Buyer of such documents do not conflict with or result in violation of any judgment, order or decree of any court or arbiter to which Buyer is a party; such documents are valid and binding obligations of Buyer, and are enforceable in accordance with their terms. Buyer will indemnify Seller, its successors and assigns, against, and will hold Seller, its successors and assigns, harmless from, any expenses or damages, including reasonable attorneys’ fees, that Seller incurs because of the breach of any of the above representations and warranties, whether such breach is discovered before or after Closing. Each of the representations and warranties herein contained shall survive the Closing for a period of one year. Consummation of this Agreement by Seller with knowledge of any breach of such warranties and representations by Buyer will not constitute a waiver or release by Seller of any claims due to such breach.
Representations and Warranties by Xxxxx. Buyer represents and warrants to Seller that Buyer is duly organized, qualified and in good standing, and has the requisite power and authority to enter into and perform this Agreement and Buyer’s Closing Documents; such documents have been duly authorized by all necessary action; such documents are valid and binding obligations of Buyer, and are enforceable in accordance with their terms; and performance by Buyer under such documents does not conflict with or result in a violation of any material agreement, judgment, order, or decree to which Buyer is a party or by which Buyer is bound.
Representations and Warranties by Xxxxx. 5.1 Buyer makes the following representations and warranties in this Paragraph 6, each and all of which shall survive any and all inquiries and investigations made by Seller and shall survive the Close of Escrow and recordation of the Grant Deed.
