REPRESENTATIONS AND WARRANTIES OF THE STATE. The State hereby represents and warrants to the Lead Provider as of the date hereof and on the date of each disbursement pursuant to this Contract as follows:
REPRESENTATIONS AND WARRANTIES OF THE STATE. 22 ARTICLE 8 TERMINATION; REMEDIES 23 ARTICLE 9 AMENDMENT; MISCELLANEOUS 29 ARTICLE 10 COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) 35 EXHIBIT A DEFINITIONS EXHIBIT B EVALUATION PLAN EXHIBIT C FORM OF SUBCONTRACT SERVICE PROVIDER AGREEMENT EXHIBIT D INDEPENDENT EVALUATOR AGREEMENT EXHIBIT E MST PROJECT BUDGET EXHIBIT F SCHEDULE OF DIRECT PAYMENTS EXHIBIT G PROJECT CASH FLOW
REPRESENTATIONS AND WARRANTIES OF THE STATE. The DOC represents and warrants as follows:
REPRESENTATIONS AND WARRANTIES OF THE STATE. Section 9.1. Organization; Standing 17 Section 9.2. Enforceability; Authority; No Conflict 18 Section 9.3. Employee Benefits 18 Section 9.4. Legal Proceedings; Orders 18 Section 9.5. Full Disclosure 18 Section 10.1. Organization; Standing. 19 Section 10.2. Enforceability; Authority; 19 Section 10.3. No Operations 20 Section 10.4. Legal Proceedings; Orders 20 Section 10.5. Insurance 20 Section 10.6. Compliance with Legal Requirements 20 Section 10.7. Title to Assets 20 Section 10.8. Contracts, Leases, Indebtedness. 20 Section 10.9. Undisclosed Liabilities 20 Section 10.10. Taxes; Tax Returns 20
REPRESENTATIONS AND WARRANTIES OF THE STATE. The State, through DOA and DHH, represents and warrants that, as of the Execution Date: Section 9.1.
REPRESENTATIONS AND WARRANTIES OF THE STATE. The State hereby represents and warrants that on the Closing Date:
(a) The State has the full power, authority and legal right to conduct its business as presently conducted, [to bind the State of South Dakota in its entirety,] to own or hold under lease the property it purports to own or hold under lease and to enter into and perform its obligations under this Agreement and each of the other Operative Documents to which it is or will become a party, including, but not limited to, the full power, authority and legal right to sublease the Facility from the SublessorSublessors under the Sublease.
(b) The execution, delivery and performance of this Agreement and each of the other Operative Documents to which it is or will become a party have been duly authorized by all necessary action on the part of the State and do not and will not violate any Applicable Law. Each Operative Document to which the State is a party has been duly and validly executed and delivered by the State and neither the execution, delivery and performance of any such Operative Document nor the consummation of the transactions contemplated thereby, nor compliance by the State with any of the terms and conditions thereof:
(i) require the State to obtain any consent or approval of, or to give notice to, or to take any other action in respect of, any Governmental Authority (other than the consents referred to in Section 3(u), which have been obtained) or any trustee or holder of any indebtedness or obligations of the State; and
(ii) do or will contravene any Applicable Law binding on or applicable to it or its property, or contravene the provisions of, or constitute a default under, or result in the creation of any Lien (other than the respective rights of parties to the Operative Documents created under the Operative Documents) upon the property of the State under any agreement or instrument to which the State is a party or by which the State or its properties are bound or affected where the effect thereof would be to adversely affect the ability of the State to perform its obligations under any of the Operative Documents.
REPRESENTATIONS AND WARRANTIES OF THE STATE. The State, through DOA and DHH, represents and warrants that, as of the Execution
REPRESENTATIONS AND WARRANTIES OF THE STATE. The State, through DOA, represents and warrants that, as of the Effective Date:
REPRESENTATIONS AND WARRANTIES OF THE STATE. The State hereby represents and warrants to the ARCO Parties that:
(a) It has the power and authority to enter into this Agreement and the Exhibits hereto to be executed and delivered by it hereunder and to perform its obligations hereunder and thereunder.
(b) It has taken all action and has secured the consents of all persons necessary to authorize the execution, delivery and performance of this Agreement and the Exhibits hereto to be executed and delivered by it hereunder.
(c) This Agreement has been duly executed and delivered by it and constitutes a valid and binding obligation of it, enforceable against it in accordance with its terms.
(d) Each Exhibit hereto to be executed and delivered by it hereunder, when so delivered, will have been duly executed and delivered by it and will constitute a valid and binding obligation of it, enforceable against it in accordance with its terms.
(e) This Agreement does not require the approval of the Governor of the State of California pursuant to Section 6107 of the California Public Resources Code.
REPRESENTATIONS AND WARRANTIES OF THE STATE. 24 6.1 ORGANIZATION .................................................. 24 6.2 DUE AUTHORIZATION ............................................. 24
