Common use of Representations, Warranties and Covenants; Obligations of Seller; Certificate Clause in Contracts

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller shall have executed at Closing a “bring down certificate” with respect to the aforesaid representations and warranties.

Appears in 4 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Moody National REIT I, Inc.), Purchase and Sale Agreement (Moody National REIT I, Inc.)

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Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of the Seller’s 's representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and , there shall have occurred no material adverse change in the financial condition of the Seller or the physical or financial condition of the Property since the date hereof, the Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Agreement and the Seller shall have executed and delivered to the Purchaser at Closing a “bring down certificate” with respect Certificate to the aforesaid representations and warrantiesforegoing effect.

Appears in 4 contracts

Samples: Purchase Agreement (Humphrey Hospitality Trust Inc), Purchase Agreement (Humphrey Hospitality Trust Inc), Purchase Agreement (Humphrey Hospitality Trust Inc)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller Fee Owner shall have executed at Closing a “bring down certificate” with respect to the aforesaid its representations and warranties.

Appears in 2 contracts

Samples: Agreement of Purchase and Sale (Moody National REIT I, Inc.), Agreement of Purchase and Sale (Moody National REIT I, Inc.)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and Seller and Ground Lessee shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller shall have executed at Closing a “bring down certificate” with respect to the aforesaid representations and warranties.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Ashford Inc.), Purchase and Sale Agreement (Ashford Hospitality Trust Inc)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of the Seller’s 's representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the date of Closing Date as if then made; and , there shall have occurred no material adverse change in the financial condition of the Property since the date hereof, the Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Agreement and the Seller shall have executed and delivered to the Purchaser at Closing a “bring down certificate” with respect certificate to the aforesaid representations and warrantiesforegoing effect.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Innkeepers Usa Trust/Fl), Agreement of Purchase and Sale (Innkeepers Usa Trust/Fl)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller shall have executed at Closing a “bring down certificate” with respect to the aforesaid representations and warranties.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Lodging Fund REIT III, Inc.), Purchase and Sale Agreement (Lodging Fund REIT III, Inc.)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of the Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and , the Seller shall have performed in all material respects all of its their material covenants and other obligations under this Agreement. Further, a duly authorized officer of and the Seller shall have executed and delivered to the Purchaser at Closing a “bring down certificate” with respect certificate to the aforesaid representations and warrantiesforegoing effect.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Hersha Hospitality Trust)

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Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of the Seller’s 's representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and , there shall have occurred no material adverse change in the financial condition of the Seller or the Property since the date hereof, the Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Agreement and the Seller shall have executed and delivered to the Purchaser at Closing a “bring down certificate” with respect Certificate to the aforesaid representations and warrantiesforegoing effect.

Appears in 1 contract

Samples: Purchase Agreement (Humphrey Hospitality Trust Inc)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of Seller’s representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date as if then made; and Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller Fee Owner and Interest Owner shall have executed at Closing a “bring down certificate” with respect to the aforesaid its representations and warranties.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Moody National REIT I, Inc.)

Representations, Warranties and Covenants; Obligations of Seller; Certificate. All of the Seller’s 's representations and warranties made in this Agreement shall be true and correct in all material respects as of the date hereof and as of the date of Closing Date as if then made; and , there shall have occurred no material adverse change in the financial condition of the Property since the date hereof, the Seller shall have performed in all material respects all of its covenants and other obligations under this Agreement. Further, a duly authorized officer of Seller shall have executed at Closing a “bring down certificate” with respect to the aforesaid representations and warranties.this

Appears in 1 contract

Samples: Purchase and Sale Agreement (Innkeepers Usa Trust/Fl)

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