Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Issuer is a public trust and public corporation of the State of Louisiana. Under the provisions of the Act, the Issuer is authorized to enter into the transactions contemplated by this Agreement and the Indenture and to carry out its obligations hereunder and thereunder. The Issuer has been duly authorized to execute and deliver this Agreement and the Indenture.
(b) The Issuer covenants that it will not pledge the amounts derived from this Agreement other than as contemplated by the Indenture.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants, to the best of its knowledge and belief, as follows:
(a) The Issuer (1) is a municipal corporation organized and existing under the laws of the State of Kansas, and (2) has lawful power and authority to enter into, execute and deliver the Bond Documents to which the Issuer is a party, and by all necessary corporate action has been duly authorized to execute and deliver this Lease Agreement and any other Bond Documents required to be executed and delivered by it in connection with the issuance of the Bonds, acting by and through its duly authorized officers.
(b) It has, by ordinance duly adopted, authorized the issuance, sale, execution and delivery of the Bonds, its entering into and performance of its obligations under, and the execution and delivery on its behalf of, the Bond Indenture and the Bond Documents to which it is a party, under the terms of which the proceeds of the Bonds are to be made available to the Corporation and the rights of the Issuer hereunder (except as provided in the Bond Indenture) are pledged and assigned to the Bond Trustee as security for the payment of all amounts to become due on the Bonds.
(c) To the best of the knowledge of the officers of the Issuer executing this Lease Agreement, the execution and delivery of this Lease Agreement, and any other Bond Documents to which the Issuer is a party, by the Issuer will not result in a breach of any of the terms of, or constitute a default under, any indenture, mortgage, deed of trust, lease or other agreement or instrument to which the Issuer is a party or by which it or any of its property is bound or its bylaws or any of the constitutional or statutory rules or regulations applicable to the Issuer or its property.
(d) It has not pledged, assigned or granted and will not pledge, assign or grant any of its rights or interest in or under this Lease Agreement for any purpose other than as provided in the Bond Indenture.
(e) The Series 2022 Bonds have been issued following the public hearing and public approval requirements of Section 147(f) of the Code. All representations of the Issuer contained herein, in the ordinance authorizing the Bonds or in any certificate or other instrument delivered by the Issuer pursuant hereto, or pursuant to the Bond Indenture, or in connection with the transactions contemplated thereby, shall survive the execution and delivery thereof and the issuance, sale and delivery of the Bonds as representations of f...
Representations, Covenants and Warranties of the Issuer. The Issuer represents that:
(a) The Issuer is a municipal corporation duly organized and existing under the Constitution and laws of the State. Under the provisions of the Act, the Issuer is authorized to enter into the transactions contemplated by this Agreement, the Indenture and the Official Statement. The Issuer has been duly authorized to execute and deliver this Agreement.
(b) The Issuer and the Company heretofore have agreed that the Issuer would refund all or a portion of its Series 1989 Bonds originally issued to finance (or refinance) the cost of acquisition, construction and installation of the Project through the Exchange of the Series 1989 Bonds for the Bonds. The aggregate principal amount of the Series 1989 Bonds presently outstanding is $56,300,000. On that basis, the Issuer agrees to refund the Series 1989 Bonds through the issuance of the Bonds as set forth in the Indenture.
(c) The Issuer represents that it has not pledged and covenants that it will not pledge the amounts derived from this Agreement other than to secure the Bonds.
(d) The Issuer is not aware of any federal or West Virginia tax audits or administrative proceedings pending or being conducted with respect to the exclusion from gross income of interest on the Series 1989 Bonds for federal or State income tax purposes. The Issuer has not received from any federal or West Virginia tax authority any (i) written notice indicating an intent to open an audit or other review relating to the exclusion from gross income of interest on the Series 1989 Bonds for federal or State income tax purposes; or (ii) request for information with respect to the Series 1989 Bonds and/or the Project.
(e) None of the Series 1989 Bonds have previously been refunded and, as of the date hereof, interest on the Series 1989 Bonds is properly excludable from the gross income of the holders thereof for United States federal and West Virginia state income tax purposes.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Issuer is a municipal corporation of the State of Florida. The Issuer is authorized to enter into the transactions contemplated by this Agreement and the Indenture and to carry out its obligations hereunder and thereunder. The Issuer has been duly authorized to execute and deliver this Agreement and the Indenture.
(b) The Issuer duly adopted its Resolution No. 960876 on February 24, 1997, to induce the Company to acquire, construct and equip the Project in the City of Gainesville, Florida.
(c) The Issuer covenants that it will not pledge the amounts derived from this Agreement other than as contemplated by the Indenture.
(d) After reasonable public notice given by publication in THE GAINESVILLE SUN, a newspaper published and of general circulation in the City of Gainesville, Florida on February 7, 1997, the Issuer held a public hearing concerning the issuance of the Bonds and the nature and location of the Project, and after such hearing, the City Commission, the elected legislative body of the Issuer, approved the issuance of the Bonds by duly adopting Resolution No.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Issuer is a public body corporate and politic of the State of Florida. The Issuer is authorized to enter into the transactions contemplated by this Agreement, and the Indenture and to carry out its obligations hereunder and
Representations, Covenants and Warranties of the Issuer. Each of the representations and warranties of the Issuer contained in the Original Agreement is true, accurate and complete as of the date of this First Amendment as if made on and as of the date hereof.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Issuer is a political subdivision of the State of Florida. Under the provisions of the Act, the Issuer is authorized to enter into the transactions contemplated by this Agree- ment and the Indenture and to carry out its obligations hereunder and thereunder. The Issuer has been duly authorized to execute and deliver this Agreement and the Indenture.
(b) The Issuer covenants that it will not pledge the amounts derived from this Agreement other than as contemplated by the Indenture.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Project and the financing thereof through issuance of the Bonds will promote the public purposes of the Act and the public welfare by encouraging and assisting the location, purchase, rehabilitation, reconstruction, modernization, improvement, maintenance, repair, furnishing, equipping and expansion by industrial and commercial enterprises of their facilities near Oklahoma County and the alleviation and prevention of conditions of unemployment and by otherwise strengthening the economy of Oklahoma County and the City of Oklahoma City.
(b) The Issuer has the necessary power under the Act, and has duly taken all action on its part required to authorize, execute and deliver the Agreement and to issue the Bonds. The execution and performance by the Issuer will not violate or conflict with any agreement or instrument by which the Issuer or its properties are bound.
(c) The Issuer covenants that it will not pledge the amounts derived from this Agreement other than as contemplated by the Indenture.
Representations, Covenants and Warranties of the Issuer. The Issuer represents, covenants and warrants that:
(a) The Issuer is a political subdivision and body corporate and politic of the State duly created and existing under the Act. Under the Act, the Issuer is authorized to enter into the transactions contemplated by this Agreement and the Indenture and to carry out its obligations hereunder and thereunder. The Issuer has authorized the issuance, execution and delivery of the Notes and the execution and delivery of this Agreement and
Representations, Covenants and Warranties of the Issuer. The Issuer represents that:
(a) The Issuer is a public corporation and an incorporated municipality duly organized and existing under the Constitution and laws of the State. Under the provisions of the Act, the Issuer is authorized to enter into the transactions contemplated by this Agreement, the Indenture and the Official Statement. The Issuer has been duly authorized to execute and deliver this Agreement.
(b) The Series 1989 Bonds were validly issued, are currently outstanding and are not in default.
(c) The Issuer and the Company heretofore have agreed that the Issuer would refund its Series 1989 Bonds originally issued to finance (or refinance) the cost of acquisition, construction and installation of the Project through the Exchange of the Series 1989 Bonds for the Secured Series 2001 Bonds. The aggregate principal amount of the Series 1989 Bonds presently outstanding is $56,300,000. On that basis, the Issuer agrees to refund the Series 1989 Bonds through the issuance of the Secured Series 2001 Bonds as set forth in the Indenture.
(d) The Issuer represents that it has not pledged and covenants that it will not pledge the amounts derived from this Agreement other than to secure the Secured Series 2001 Bonds.
