Representations, Warranties and Covenants by the Company. The Company represents, warrants and covenants that:
Representations, Warranties and Covenants by the Company. The Company represents and warrants to and agrees with each Investor as follows:
Representations, Warranties and Covenants by the Company. The Company makes the following representations and warranties as the basis for the undertakings on its part herein contained:
Representations, Warranties and Covenants by the Company. The Company hereby makes the following representations, warranties, and covenants as to the transactions contemplated by this Agreement as of the date of this Agreement and as of the date of the issuance of the Conversion Shares.
Representations, Warranties and Covenants by the Company. The Company represents, warrants, and covenants that: (a) The Company (1) is a corporation duly incorporated, validly existing, and in good standing under the laws of the Commonwealth of Kentucky and Virginia; (2) is duly qualified, authorized, and licensed to transact business in each jurisdiction wherein failure to qualify would have a material adverse effect on the conduct of its business; and (3) is not in violation of any provision of its Articles of Incorporation, its Bylaws, or any laws of the Commonwealth of Kentucky relevant to the transactions contemplated hereby or in connection with the issuance of the 2023 Series A Bonds. (b) The Company has full and complete legal power and authority to execute and deliver this Agreement, the Tax Regulatory Agreement, the First Mortgage Indenture Supplement, and the First Mortgage Bonds to be issued pursuant thereto, and has by proper corporate action duly authorized the execution and delivery of this Agreement, the First Mortgage Indenture Supplement, and the First Mortgage Bonds. (c) No Event of Default, and no event of the type described in clauses (a) through (e) of Section 9.1 hereof, has occurred and is continuing and no condition exists which, with the giving of notice or the lapse of time, or both, would constitute an Event of Default or a default under any agreement or instrument to which the Company is a party or by which the Company is or may be bound or to which any of the property or assets of the Company is or may be subject which would impair in any material respect its ability to carry out its obligations under this Agreement, the First Mortgage Indenture Supplement, the First Mortgage Bonds, or the transactions contemplated hereby or thereby. Neither the execution and delivery of this Agreement, the First Mortgage Indenture Supplement, the First Mortgage Bonds, the consummation of the transactions contemplated hereby or thereby or by the Indenture, nor the fulfillment of or compliance with the terms and conditions hereof or thereof conflicts with or results in a breach of the terms, conditions, or provisions of any corporate restriction or any agreement or instrument to which the Company is now a party or by which it is bound, or constitutes a default under any of the foregoing, or, other than the lien of the First Mortgage Indenture and other liens contemplated by the Indenture and Loan Agreement, results in the creation or imposition of any prohibited lien, charge, or encumbrance upon any o...
Representations, Warranties and Covenants by the Company. The Company represents, warrants and covenants for the benefit of the Authority, the Trustee and the Bondholders, that:
Representations, Warranties and Covenants by the Company. The Company makes the following representations and covenants:
Representations, Warranties and Covenants by the Company. In order to induce Allianz to enter into this Agreement and to purchase the Debenture, the Company hereby represents and warrants to Allianz that, except as disclosed in the Disclosure Schedule separately provided to Allianz by the Company:
Representations, Warranties and Covenants by the Company. 6.1 The Company represents and warrants to the Bank and undertakes that:
Representations, Warranties and Covenants by the Company. Xx. Xx hereby makes the following representations, warranties, and covenants as to the transactions contemplated by this Agreement as of the date of this Agreement and as of the date of the issuance of the Shares.
