Representations by the Corporation Sample Clauses
Representations by the Corporation. The Corporation represents, warrants and covenants to the Lender as follows:
(a) The Corporation is a nonprofit industrial development corporation, within the meaning of Chapter 504 (formerly Section 4A) of the Act, has all of the rights, powers, privileges, authority and functions given by the general laws of the State to nonprofit corporations incorporated under the Texas Non-Profit Corporation Act, as amended, except as otherwise provided in Section 501.054(a) of the Act (formerly Section 23(a) of the Act), and is authorized by the Act to execute and to enter into this Agreement and to undertake the transactions contemplated herein and to carry out its obligations hereunder.
(b) The Corporation is duly organized, validly existing, and in good standing under the laws of the State. The Corporation has all requisite power, authority and legal right to execute and deliver the Loan Documents and all other instruments and documents to be executed and delivered by the Corporation pursuant thereto, to perform and observe the provisions thereof and to carry out the transactions contemplated by the Loan Documents. All corporate action on the part of the Corporation which is required for the execution, delivery, performance and observance by the Corporation of the Loan Documents has been duly authorized and effectively taken, and such execution, delivery, performance and observation by the Corporation do not contravene applicable law or any contractual restriction binding on or affecting the Corporation.
(c) The Corporation has duly approved the borrowing of funds from the Lender and has received the approval of the City therefor; no other authorization or approval or other action by, and no notice to or filing with any governmental authority or regulatory body is required as a condition to the performance by the Corporation of its obligations under any of the Loan Documents.
(d) This Agreement and the Series 2022 Note are legally valid and binding obligations of the Corporation enforceable against the Corporation in accordance with their respective terms.
(e) There is no default of the Corporation in the payment of the principal of or interest on any of its indebtedness for borrowed money or under any instrument or instruments or agreements under and subject to which any indebtedness for borrowed money has been incurred which does or could affect the validity and enforceability of the Loan Documents or the ability of the Corporation to perform its obligations the...
Representations by the Corporation. The Corporation represents and warrants to the Authority and the Bond Trustee as follows:
Representations by the Corporation. The Corporation represents and warrants as follows:
(a) The Corporation is a nonprofit corporation duly incorporated under the laws of the State and has corporate power to enter into this Base Lease, the Facilities Agreement and the Trust Agreement. By proper corporate action the officers of the Corporation have been duly authorized to execute and deliver this Base Lease, the Facilities Agreement and the Trust Agreement.
(b) The execution and delivery of this Base Lease, the Facilities Agreement and the Trust Agreement and the consummation of the transactions herein and therein contemplated will not conflict with or constitute a breach of or default under the Corporation’s articles of incorporation or bylaws or any bond, debenture, note or other evidence of indebtedness of the Corporation, or any contract, agreement, or instrument to which the Corporation is a party or by which it is bound.
(c) To provide funds to finance all or a portion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, the Corporation will enter into the Trust Agreement pursuant to which it will issue one or more series of Obligations payable from and secured by the Acquisition Payments under the Facilities Agreement.
(d) The Corporation has made certain representations and covenants in Section 2.6 of the Trust Agreement that are for the benefit of the Holders and also to protect the interests of the County in the property subject to this Base Lease. The Corporation hereby affirms that such covenants are intended to benefit the County and may be enforced by it upon the failure of the Trustee to do so.
Representations by the Corporation. The Corporation represents and warrants as follows:
(a) The Corporation is a nonprofit corporation duly incorporated under the laws of the State and has corporate power to enter into the Corporation Agreements. By proper corporate action the officers of the Corporation have been duly authorized to execute and deliver the Corporation Agreements.
(b) The execution and delivery of the Corporation Agreements and the consummation of the transactions herein and therein contemplated will not conflict with or constitute a breach of or default under the Corporation’s articles of incorporation or bylaws or any bond, debenture, note or other evidence of indebtedness of the Corporation, or any contract, agreement, or instrument to which the Corporation is a party or by which it is bound.
(c) To provide funds to finance all or a portion of the Project Facilities, the Corporation will enter into the Trust Agreement pursuant to which it will issue one or more series of Bonds payable from and secured by the Acquisition Payments under the Facilities Agreement.
(d) The Corporation has made certain representations and covenants in Section 2.6 of the Trust Agreement that are for the benefit of the Holders and also to protect the interests of the County in the property subject to this Sub-Base Lease. The Corporation hereby affirms that such covenants are intended to benefit the County and may be enforced by it upon the failure of the Trustee to do so.
Representations by the Corporation. The Corporation represents and warrants to the Issuer and the Trustee as follows:
Representations by the Corporation. The Corporation represents and warrants as follows:
(a) The Corporation is a nonprofit corporation duly incorporated under the laws of the State and has corporate power to enter into this Base Lease, the Facilities Agreement and the Indenture. By proper corporate action the officers of the Corporation have been duly authorized to execute and deliver this Base Lease, the Facilities Agreement and the Indenture.
(b) The execution and delivery of this Base Lease, the Facilities Agreement and the Indenture and the consummation of the transactions herein and therein contemplated will not conflict with or constitute a breach of or default under the Corporation’s articles of incorporation or bylaws or any bond, debenture, note or other evidence of indebtedness of the Corporation, or any contract, agreement, or instrument to which the Corporation is a party or by which it is bound.
(c) To provide funds to finance all or a portion of the Project Facilities, the Corporation will enter into the Indenture pursuant to which it will issue the Series 2018 Bond payable from and secured by the Acquisition Payments under the Facilities Agreement.
Representations by the Corporation. The Corporation represents to the City and the Trustee that:
Representations by the Corporation. Delivery of the Final Prospectus shall constitute the representation and warranty of the Corporation to the Agent that all information and statements (except information and statements furnished in connection with the Offering by or relating solely to the Agent) contained in the Final Prospectus are, as at the dates thereof, true and correct in all material respects and constitute full, true and plain disclosure of all material facts relating to the Offered Securities.
Representations by the Corporation. The Corporation represents to the School Board as follows:
(a) The Corporation is a nonstock corporation duly organized, validly existing and in good standing under the laws of the Commonwealth.
(b) The Corporation has full right, power and authority to (i) borrow the proceeds from the sale of the Bond from VSBFA, (ii) direct the Escrow Agent to use a portion of such proceeds of the Bond to enter into this Financing Lease as contemplated under the Escrow Agreement and this Financing Lease, (iii) execute, enforce and deliver the Financing Documents, and (iv) carry out and consummate all other transactions contemplated by Financing Documents.
(c) The Corporation has duly authorized, executed and delivered the Financing Documents to which it is a party, and when executed such Financing Documents will constitute legal, valid and binding obligations of the Corporation enforceable against the Corporation in accordance with their respective terms.
Representations by the Corporation. The Corporation represents and warrants to the County and the Bond Trustee as follows: