Representations, Covenants and Warranties of the Lessee Sample Clauses

Representations, Covenants and Warranties of the Lessee. The Lessee hereby represents, covenants and warrants for the benefit of the Lessor as follows: (a) The Lessee has the power and authority to enter into the transactions contemplated by this Lease and to carry out its obligations hereunder. The Lessee has been duly authorized to execute and deliver this Lease, and agrees that it will do or cause to be done all things necessary and legally permissible to preserve and keep in full force and effect its existence. (b) The Lessee is not subject to any legal or contractual limitation or provision of any nature whatsoever which in any way limits, restricts or prevents the Lessee from entering into this Lease or performing any of its obligations hereunder, except to the extent that such performance may be limited by bankruptcy, insolvency, reorganization or other laws affecting creditors' rights generally. (c) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, known to be pending or threatened against or affecting the Lessee, nor to the best knowledge of the Lessee is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Lease or any other agreement or instrument to which the Lessee is a party and which is used or contemplated for use in the consummation of the transactions contemplated by this Lease. All authorizations, consents and approvals required in connection with the execution and delivery by the Lessee of this Lease or in connection with the carrying out by the Lessee of its obligations under this Lease have been obtained. (d) The payment of the Rentals hereunder or any portion thereof is not (i) secured by any interest in property used or to be used in a trade or business or in payments in respect of such property or (ii) derived from payments in respect of property, or borrowed money, used or to be used in a trade or business, within the meaning of Section 141(a) of the Code.
Sample 1Sample 2See All (14)
AutoNDA by SimpleDocs
Representations, Covenants and Warranties of the Lessee. The Lessee represents, covenants and warrants to the Bank as follows:
Sample 1Sample 2Sample 3See All (6)
Representations, Covenants and Warranties of the Lessee. The Lessee represents, covenants and warrants as follows:‌ (a) the Lessee is a political subdivision of the State; (b) the Lessee has full power and authority to execute this Facilities Lease and perform its obligations hereunder; (c) the Lessee Board has duly authorized the execution of the Bond Documents to which it is a party and the performance of its obligations thereunder; (d) the execution of this Facilities Lease and the performance of its obligations hereunder and compliance with the terms hereof by the Lessee will not conflict with, or constitute a default under, any law (including administrative rule), judgment, decree, order, permit, license, agreement, mortgage, lease or other instrument to which the Lessee is subject or by which the Lessee or any of its property is bound; (e) the Lessee is not in violation of any Law, which violation could adversely affect the performance of its obligations under this Facilities Lease; (f) the Lessee presently expects to have sufficient Available Funds to satisfy its obligations under this Facilities Lease, and the Lessee will use its best efforts to manage its affairs in such a way as to maximize the amount of funds available for appropriation by the Lessee to pay Rental Payments, Administrative Fees and other payments required or elected, if any, to be made by the Lessee under this Facilities Lease during the respective Fiscal Year; provided, however, the Lessee has no obligation to Appropriate Available Funds in any Fiscal Year, regardless of the amount of funds eligible to be Available Funds in its possession and in no event is the Lessee required to pursue funding before the Lessee can terminate this Facilities Lease;‌ (g) this Facilities Lease is a legal, valid and binding current obligation of the Lessee, enforceable in accordance with its terms; (h) The Lessee will recognize economic and other benefits by the leasing of the Project pursuant to this Facilities Lease; the Project is property that is necessary and essential to the County’s purpose and operations; and the County expects that the Project will adequately serve the needs for which it is being leased throughout the Term; (i) except as otherwise provided herein, the Lessee will be the sole lessee of the Project, and the Lessee will use the Project during the term of this Facilities Lease in the same manner and for the same purposes as the Lessee uses its other public facilities; (j) the Lessee agrees to provide, and hereby commits to providing...
Sample 1See All (4)
Representations, Covenants and Warranties of the Lessee. The Lessee represents, covenants and warrants as follows: (i) The Lessee is a Florida not for profit corporation operating a developmental research school pursuant to a Charter granted by Florida State University pursuant to Section 228.056(4)(e), Florida Statutes, has powers to enter into this Lease and has duly authorized and taken the necessary acts required prior to (including all required approvals) the execution and delivery of this Lease. The Lessee warrants that this Lease, upon the execution and delivery thereof, is a valid, legal and binding limited obligation of the Lessee, payable from capital funds authorized by law and appropriated for such purpose as provided in Section 3.4 hereof. (ii) Neither the execution and delivery of this Lease nor the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions hereof conflicts with or results in a breach of the terms, conditions, or provision of any restriction or any agreement or instrument to which the Lessee is now a party or by which the Lessee is bound or constitutes a default under any of the foregoing, nor conflicts with or results in a violation of any provision of law governing the Lessee and no representation, covenant and warranty herein is false, misleading or erroneous in any material respect. (iii) There is no action, suite, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, known to be pending or threatened against or affecting the Lessee nor to the best of the knowledge of the Lessee is there any basis therefor, wherein, an unfavorable decision, ruling, or finding would materially and adversely affect the transactions contemplated by the Lessee or which would adversely affect, in any way, the validity or instrument to which the Lessee is a party, used or contemplated for use in the consummation of the transactions contemplated hereby. (iv) In its use of the Project, the Lessee shall comply with all applicable federal, state and local governmental laws, regulations, ordinances, rules, orders, standards and codes and with all hazard insurance underwriter’s standards applicable to the Project. (v) The Lessee shall request annually, Capital Outlay Funds and operating funds described in Section 228.053(9), Florida Statutes, in the maximum amount permitted by Section 228.053(9), Florida Statutes, sufficient to pay the Lease Payments and to pay the cost of operation and maintena...
Sample 1
Representations, Covenants and Warranties of the Lessee. The Lessee represents, covenants and warrants to the Lessor as follows:
Sample 1

Related to Representations, Covenants and Warranties of the Lessee

  • Representations and warranties of the Contractor The Contractor represents and warrants to the Authority that: (a) it is duly organised and validly existing under the laws of India, and has full power and authority to execute and perform its obligations under this Agreement and to carry out the transactions contemplated hereby; (b) it has taken all necessary corporate and/or other actions under Applicable Laws to authorise the execution and delivery of this Agreement and to validly exercise its rights and perform its obligations under this Agreement; (c) this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with the terms hereof, and its obligations under this Agreement will be legally valid, binding and enforceable obligations against it in accordance with the terms hereof; (d) it is subject to the laws of India, and hereby expressly and irrevocably waives any immunity in any jurisdiction in respect of this Agreement or matters arising thereunder including any obligation, liability or responsibility hereunder; (e) the information furnished in the Bid and as updated on or before the date of this Agreement is true and accurate in all respects as on the date of this Agreement; (f) the execution, delivery and performance of this Agreement will not conflict with, result in the breach of, constitute a default under, or accelerate performance required by any of the terms of its memorandum and articles of association or any Applicable Laws or any covenant, contract, agreement, arrangement, understanding, decree or order to which it is a party or by which it or any of its properties or assets is bound or affected; (g) there are no actions, suits, proceedings, or investigations pending or, to its knowledge, threatened against it at law or in equity before any court or before any other judicial, quasi-judicial or other authority, the outcome of which may result in the breach of this Agreement or which individually or in the aggregate may result in any material impairment of its ability to perform any of its obligations under this Agreement; (h) it has no knowledge of any violation or default with respect to any order, writ, injunction or decree of any court or any legally binding order of any Government Instrumentality which may result in any material adverse effect on its ability to perform its obligations under this Agreement and no fact or circumstance exists which may give rise to such proceedings that would adversely affect the performance of its obligations under this Agreement; (i) it has complied with Applicable Laws in all material respects and has not been subject to any fines, penalties, injunctive relief or any other civil or criminal liabilities which in the aggregate have or may have a material adverse effect on its ability to perform its obligations under this Agreement; (j) no representation or warranty by it contained herein or in any other document furnished by it to the Authority or to any Government Instrumentality in relation to Applicable Permits contains or will contain any untrue or misleading statement of material fact or omits or will omit to state a material fact necessary to make such representation or warranty not misleading; (k) no sums, in cash or kind, have been paid or will be paid, by it or on its behalf, to any person by way of fees, commission or otherwise for securing the contract or entering into this Agreement or for influencing or attempting to influence any officer or employee of the Authority in connection therewith; (l) all information provided by the {selected bidder/ members of the Consortium} in response to the Request for Qualification and Request for Proposals or otherwise, is to the best of its knowledge and belief, true and accurate in all material respects; and (m) nothing contained in this Agreement shall create any contractual relationship or obligation between the Authority and any Sub- contractors, designers, consultants or agents of the Contractor.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!