Representations, Warranties and Covenants of Grantor Sample Clauses
Representations, Warranties and Covenants of Grantor. Grantor agrees, covenants, represents and/or warrants as follows:
Representations, Warranties and Covenants of Grantor. To protect the security of this Deed of Trust, and to effect the foregoing assignment of rents, Grantor represents, warrants, covenants and agrees as follows:
Representations, Warranties and Covenants of Grantor. As a material inducement to Optionee to enter into this Option Agreement and to consummate the transactions contemplated hereby, the Grantor hereby makes to Optionee each of the representations, warranties and covenants set forth in this Article III, which representations and warranties are true as of the date hereof and as of the date of the Final Closing. As a condition to Optionee’s obligation to complete the purchase of the Property after the exercise of the Purchase Option, (i) such representations and warranties must continue to be true as of the date of the Initial Closing and as of the date of the Final Closing and (ii) Grantor shall have complied with all of the covenants contained herein.
Representations, Warranties and Covenants of Grantor. The Grantor makes the following representations, warranties and covenants:
(a) the exact legal name of the Grantor and jurisdiction of organization of the Grantor are as first stated above;
(b) except for the security interest of the Secured Party, Grantor is the owner of the Collateral free and clear of any encumbrance of any nature;
(c) this Agreement has been duly authorized and executed by the Grantor and is a valid and binding agreement of the Grantor, enforceable against the Grantor in accordance with its terms;
(d) the Grantor shall at all times defend the title to the Collateral against any and all persons and against all claims;
(e) the Grantor acknowledges and agrees that this Agreement perfects, and is intended to perfect, the security interest in the Pledged Securities granted under this Agreement and the Security Agreement; if the Grantor is a corporation, limited liability company, limited partnership or other Registered Organization (as that term is defined in Article 9 of the UCC), the Grantor shall, at its expense, furnish to the Secured Party a certified copy of the Grantor’s organization documents verifying its correct legal name or, at the Secured Party’s election, shall permit the Secured Party to obtain such certified copy at the Grantor’s expense; and from time to time at Secured Party’s election, the Secured Party may obtain a certified copy of the Grantor’s organization documents and a search of such UCC filing offices, as it shall deem appropriate, at Grantor’s expense, to verify Grantor’s compliance with the terms of this Agreement;
(f) the Grantor acknowledges that the Pledged Securities constitute part of the “Collateral” under this Agreement and the Security Agreement, and that delivery of the Cash Deposit pursuant to Section 4 hereof constitutes submission of the Cash Deposit to the Secured Party for purposes of the Financial Assurance Policy, the Security Agreement and this Agreement;
(g) the Grantor shall execute and deliver any further writing, instrument or document, make any recording or filing and take any further action as may reasonably be requested from time to time by the Secured Party or the Issuer in order to evidence, effectuate, preserve the priority of, protect and perfect the Lien on the Collateral; and
(h) the Grantor authorizes the Secured Party, if the Grantor fails to do so, to do all things required of the Grantor herein and charge all expenses incurred by the Secured Party in connection therewith to the ...
Representations, Warranties and Covenants of Grantor. Grantor hereby represents, warrants and covenants to the Partnership that the following statements are true and accurate:
Representations, Warranties and Covenants of Grantor. Grantor hereby represents, warrants and covenants, with respect to the UCC Property as follows:
(a) except for the security interest granted hereby, Grantor is, and as to portions of the UCC Property to be acquired by Grantor after the date hereof will be, the sole owner of the UCC Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever except for Permitted Exceptions. Grantor will notify Beneficiary of, and will defend such property against, all claims and demands of all persons at any time claiming the same or any interest therein;
(b) except as otherwise provided herein or in the other Loan Documents, Grantor will not lease, sell, convey, remove, alter or in any manner transfer the UCC Property without the prior written consent of Beneficiary, other than in the ordinary course of business and except as permitted by the Credit Agreement; and
(c) the UCC Property will be kept on or at the Property and Grantor will not remove the UCC Property from the Property unless it is replaced with replacement property satisfactory to Beneficiary, without the prior written consent of Beneficiary, except as otherwise provided herein or in the Credit Agreement.
Representations, Warranties and Covenants of Grantor. Grantor represents and warrants as follows:
Representations, Warranties and Covenants of Grantor. The Grantor represents, warrants, and covenants as follows:
Representations, Warranties and Covenants of Grantor. Grantor represents, warrants, and covenants with Trustee, Administrative Agent and Lenders as follows
Representations, Warranties and Covenants of Grantor. Grantor hereby represent and warrant to Company as follows:
(a) Grantor has good, valid, marketable and exclusive right, title and interest in all of the Unitron Assets, free and clear of any Encumbrance.
(b) Upon exercise of the Option, the Grantor shall convey to Company good, valid and marketable title to Unitron Assets, free and clear of any Encumbrance.
(c) Grantor has the requisite power and authority to enter into this Option Agreement and to consummate the transactions contemplated hereby and otherwise to carry out its obligations hereunder. No consent, approval or agreement of any individual or entity is required to be obtained by Grantor in connection with the execution and performance by Grantor of this Option Agreement or the execution and performance by Grantor of any agreements, instruments or other obligations entered into in connection with this Option Agreement. This Option Agreement constitutes the legal, valid and binding obligation of Grantor, enforceable against each of them in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, reorganization, rehabilitation, insolvency, moratorium or other similar laws affecting creditors' rights generally and by general principles of equity.