REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland represents and warrants to the Buyer that:
(a) Heartland (i) is duly organized and validly existing under the laws of its jurisdiction of organization or incorporation, (ii) is in good standing under such laws, and (iii) has full power and authority to execute, deliver, and perform its obligations under this Agreement. The Fund is a duly designated and existing mutual fund series of the Heartland Group.
(b) Heartland's execution, delivery, and performance of this Agreement has not resulted, and, will not result, in a breach of any provision of (i) Heartland's organizational documents, (ii) any statute, law, writ, order, rule, or regulation of any governmental authority applicable to Heartland, (iii) any judgment, injunction, decree or determination applicable to Heartland, or (iv) any contract, indenture, mortgage, loan
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to Blue River as follows:
(a) This Agreement and the consummation by Heartland of the transactions contemplated hereby have been duly authorized and approved by all necessary corporate action on the part of Heartland, have been duly executed and delivered by an authorized officer of Heartland and constitute a valid and binding obligation of Heartland. Heartland is a corporation duly organized and validly existing under the laws of the State of Indiana and has all requisite corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby.
(b) Heartland is purchasing the Option, and will purchase any shares of common stock of Blue River issued to Heartland upon exercise of the Option, not with a view to the public distribution thereof and will not sell, assign or transfer the Option or any such shares of common stock issued to Heartland upon exercise of the Option except in compliance with all applicable laws and regulations and a legend to such effect shall be noted on the certificate or certificates representing the Option Shares issued upon exercise of the Option and stock transfer restrictions may be given with respect thereto to any transfer agent.
(c) The representations and warranties of Heartland contained herein are true, accurate and complete on and as of the date hereof and shall survive the execution of this Agreement.
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to Premier Valley as follows:
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents to Purchaser:
a. Heartland Group, a duly organized and validly existing Maryland corporation, is an open-end, series management investment company registered under the 0000
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. 7 Section 2.01 ................Organization and Capital Stock 7 Section 2.02 ....................Authorization; No Defaults 8 Section 2.03 ..................................Subsidiaries 8 Section 2.04 .........................Financial Information 9 Section 2.05 ............................Absence of Changes 9 Section 2.06 ................Regulatory Enforcement Matters 9 Section 2.07 ...................................
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to Citywide as follows:
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to CBCS as follows:
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to AIM as follows:
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to CIC as follows:
REPRESENTATIONS AND WARRANTIES OF HEARTLAND. Heartland hereby represents and warrants to FBLB as follows:
