Representations and Warranties of Columbia. Columbia hereby represents and warrants to BREA, ESC, the Common Investor, the Preferred Investor, the Company, each Company Subsidiary, and each of them, as follows (provided that such representations and warranties made to the Common Investor and Preferred Investor shall be limited solely to subsection B below):
Representations and Warranties of Columbia. Except as set forth in the Columbia Disclosure Letter, Columbia Bank MHC, Columbia Financial and Columbia Bank jointly and severally represent and warrant the following to Freehold. Any reference to “Columbia” in this Section 3.3 shall include each of Columbia Bank MHC, Columbia Financial and/or Columbia Bank individually, as and to the extent applicable.
Representations and Warranties of Columbia. Columbia represents and warrants to SkyTerra, as follows:
Representations and Warranties of Columbia. Columbia hereby represents and warrants to Stewardship that, except as described in the Columbia Disclosure Schedules:
Representations and Warranties of Columbia. Columbia represents and warrants to the Company, as of the date hereof, as follows:
(a) Columbia is a not-for-profit corporation organized and in good standing under the law of the State of New York.
(b) Columbia has all requisite corporate power and authority and all necessary licenses and permits to own and operate its properties and to carry on the activities contemplated by this Agreement.
(c) The execution and delivery of this Agreement, any license agreement substantially in the form of Exhibit C hereto, and any other documents or transactions contemplated hereby are within the corporate powers of, and have been duly and effectively authorized by, all necessary corporate and other action on the part of Columbia and do not violate, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default under, or result in the creation or imposition of any lien, charge or encumbrance upon any property or asset of Columbia pursuant to any indenture, loan agreement, or other agreement or instrument or corporate restriction to which Columbia is a party or by which Columbia, its properties or operations may be bound, and such action will not result in any violation of the provisions of the certificate of incorporation or bylaws or similar incorporating or governing documents of Columbia or any laws, ordinances, governmental rules or regulations of courts or other governmental orders to which Columbia, its properties or operations is subject.
(d) No consent, approval or authorization of any third party, or filing, registration or qualification with any governmental authority (other than those, if any, already obtained) is required on the part of Columbia as a condition to the execution and delivery of this Agreement.
(e) This Agreement is a legal, valid and binding obligation of Columbia enforceable against Columbia in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, moratorium, preference, fraudulent conveyance or other laws affecting the enforcement of creditors' rights or remedies generally, now or hereafter in effect, and subject to the application of equitable principles and the availability of equitable remedies.
Representations and Warranties of Columbia. Columbia represents and warrants to Xxxxxx, as of the date of this Agreement, as follows:
Representations and Warranties of Columbia. As of the date hereof and as of the Closing Date, except as disclosed in the Schedules, Columbia represents and warrants to Buyer the following:
Representations and Warranties of Columbia. Columbia represents and warrants to Origin as follows:
(a) STATUS OF COLUMBIA. Columbia is a limited partnership duly formed under the laws of the Province of British Columbia, and subject to receipt of the approval of the Limited Partners by extraordinary resolution, as required by Columbia's partnership agreement (the "Limited Partners' Approval"), has requisite authority, right and power to enter into this Agreement and to carry out its terms.
Representations and Warranties of Columbia. Columbia represents and warrants that:
13.1 CORPORATE ORGANIZATION AND GOOD STANDING: Columbia is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware, and is qualified to do business as a foreign corporation in each jurisdiction, if any, in which its property or business requires such qualification
Representations and Warranties of Columbia. Columbia represents, warrants and, to the extent that an item relates to a future time period, covenants to AHL and AH Acquisition as follows:
