Representations Possession Sample Clauses

Representations Possession. Landlord Not Liable for Injury or Damage, Etc. ..........
Sample 1
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Representations Possession. Section 17.01. Tenant acknowledges that Tenant is fully familiar with the Land, the Project Area, the physical condition thereof (including, without limitation, the fact that the Land includes substantial portions of landfill which may present special difficulties in the design, construction and maintenance of the Building and Tenant's Civic Facilities), the Title Matters, the Master Lease, the Declaration of Restrictions, the Master Development Plan, the Memorandum of Understanding, the Settlement Agreement and the Design Guidelines. Except for Landlord's Civic Facilities to be constructed by Landlord as provided in Article 26, Tenant accepts the Land in its existing condition and state of repair, and, except as otherwise expressly set forth in this Lease, no representations, statements, or warranties, express or implied, have been made by or on behalf of Landlord in respect of the Land, the Project Area, the status of title thereof, the physical condition thereof, including, without limitation, the landfill portions thereof, the zoning or other laws, regulations, rules and orders applicable thereto, Taxes, or the use that may be made of the Land, that Tenant has relied on no such representations, statements or warranties, and that Landlord shall in no event whatsoever be liable for any latent or patent defects in the Land. Section 17.02. Notwithstanding anything herein contained to the contrary, Landlord represents that the Master Lease, the Design Guidelines, the Declaration of Restrictions, the Master Development Plan, the Memorandum of Understanding, and the Settlement Agreement have not been amended, modified or supplemented, except as specifically set forth in the definitions contained in Article 1 and are in full force and effect. Section 17.03. Landlord shall deliver possession of the Land on the Commencement Date vacant and free of occupants and tenancies, subject to the Title Matters.
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Representations Possession 
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Related to Representations Possession

  • Landlord’s Representations and Warranties Landlord represents to Tenant that (i) fee title to the Land, Building and Premises is vested in Landlord; (ii) Landlord has the authority to enter into this Lease and its execution and delivery by Landlord has been duly authorized; (iii) to Landlord’s knowledge, the Project, Building, and Premises comply with all covenants, conditions, restrictions and encumbrances, and all applicable rules, regulations, statutes, ordinances, laws and building codes in effect as of the date that the completed application for land use entitlement of the Project was filed with the City of Seattle; (iv) all Building Systems (as defined in Section 8.1(b) below) are in reasonably good working order and condition; (v) to Landlord’s knowledge and except as previously disclosed by Landlord to Tenant in writing, there are currently no local improvement districts, special assessments, state or local impact fees, or actions in eminent domain or condemnation which are currently assessed against, encumber or affect the Land and which are not currently reflected on title to the Project, and Landlord has not received written notice that any of the foregoing are pending or threatened and not reflected on title, and there are no agreements which are not reflected on title to the Project relating to any such improvement districts, special assessments, state or local impact fees, or actions in eminent domain or condemnation to which Landlord, or any affiliate or predecessor of Landlord is a party; and (vi) except as previously disclosed by Landlord to Tenant in writing, the Premises, Building and Land are free of the presence of any Hazardous Materials (including without limitation asbestos or asbestos containing materials). Landlord will be responsible for removing any Hazardous Materials in the Premises, Building, or Land and will indemnify, defend and hold Tenant harmless from and against any loss or damage arising out of or relating to any hazardous materials in the Premises, Building, or Land except those brought thereon by Tenant or its agents, employees or contractors. Furthermore, for the first twelve (12) months of the Term, Landlord shall warrant at its sole cost and expense (and not includable as Operating Expenses) all Building service and utility systems (including but not limited to the Base Building elements described in Exhibit C-1) (“Landlord’s Warranty Repairs”).

  • 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.

  • Representations and Warranties of Contractor Contractor represents and warrants to Company the following:

  • Tenant’s Representations and Warranties The undersigned represents and warrants to Landlord that (i) Tenant is duly organized, validly existing and in good standing in accordance with the laws of the state under which it was organized; (ii) all action necessary to authorize the execution of this Amendment has been taken by Tenant; and (iii) the individual executing and delivering this Amendment on behalf of Tenant has been authorized to do so, and such execution and delivery shall bind Tenant. Tenant, at Landlord's request, shall provide Landlord with evidence of such authority.

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