Common use of Representations and Warranties of Manager Clause in Contracts

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s knowledge, threatened, affecting Manager.

Appears in 3 contracts

Samples: Management Services Agreement (Prospect Medical Holdings Inc), Management Services Agreement (Prospect Medical Holdings Inc), Management Services Agreement (Prospect Medical Holdings Inc)

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Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate Articles of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s knowledge, threatened, affecting Manager.

Appears in 2 contracts

Samples: Management Services Agreement (Prospect Medical Holdings Inc), Management Services Agreement (Prospect Medical Holdings Inc)

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate 's Articles of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s 's knowledge, threatened, affecting Manager.

Appears in 2 contracts

Samples: Management Services Agreement (Prospect Medical Holdings Inc), Management Services Agreement (Prospect Medical Holdings Inc)

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s 's Certificate of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s 's knowledge, threatened, affecting Manager.

Appears in 2 contracts

Samples: Management Services Agreement (Prospect Medical Holdings Inc), Management Services Agreement (Prospect Medical Holdings Inc)

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP IPA for the purpose of inducing GROUP IPA to enter into this Agreement. Manager represents and warrants as follows: 8.17.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.27.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction transactions contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate 's Articles of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.37.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s 's knowledge, threatened, affecting Manager.

Appears in 1 contract

Samples: Management Services Agreement (JNS Marketing Inc)

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Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction transactions contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s 's Certificate of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s 's knowledge, threatened, affecting Manager.

Appears in 1 contract

Samples: Management Services Agreement (Prospect Medical Holdings Inc)

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP Group for the purpose of inducing GROUP Group to enter into this Agreement. Manager represents and warrants as follows: 8.16.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.26.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate Articles of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.36.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s knowledge, threatened, affecting Manager.

Appears in 1 contract

Samples: Management Services Agreement (Prospect Medical Holdings Inc)

Representations and Warranties of Manager. The following representations and warranties of Manager are made to GROUP for the purpose of inducing GROUP to enter into this Agreement. Manager represents and warrants as follows: 8.1. Manager is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has all necessary corporate powers to own its properties and to operate pursuant to its corporate purposes. 8.2. Manager has all requisite power to execute, deliver and perform this Agreement. Neither the execution and delivery of this Agreement, nor the consummation and performance of the transaction transactions contemplated in this Agreement, shall constitute a default, or an event that would constitute a default under, or violation or breach of, Manager’s Certificate of Incorporation, Bylaws or any license, lease, franchise, mortgage, instrument, or other agreement to which Manager may be bound. 8.3. There is no action, suit, proceeding, investigation or litigation outstanding, pending or, to the best of Manager’s knowledge, threatened, affecting Manager.

Appears in 1 contract

Samples: Management Services Agreement (Prospect Medical Holdings Inc)

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