Common use of Representations, Warranties and Covenants of Assignee Clause in Contracts

Representations, Warranties and Covenants of Assignee. The Assignee hereby covenants, represents and warrants the following: (a) The Assignee hereby represents and warrants that the Assignee has the power and authority to enter into and execute this Agreement and any other documents or instruments necessary or desirable in connection herewith, and to incur and perform the obligations provided for herein. (b) Notwithstanding anything contained herein, the Assignee will notify the Assignor within 30 days of any change in use of the Project, including, but not limited to, any shut down, demolition or sale of the Project. (c) The Assignee agrees to indemnify, defend and hold harmless the Assignor and each of the Seller Indemnities from and against any and all Losses arising from the failure of Assignee to purchase the Project and cause the transfer of title of the Project upon a defeasance of the Bonds as required by the Lease Agreement.