Representations, Warranties and Covenants of Manager. The Manager hereby represents and warrants to the Company as follows:
Representations, Warranties and Covenants of Manager. The Manager hereby represents and warrants to the Fund as follows:
Representations, Warranties and Covenants of Manager. The Manager represents and warrants that it is registered as an investment adviser under the Advisers Act. The Manager agrees that its activities shall at all times be in compliance in all material respects with all applicable federal and state laws governing its operations and investments, including the Investment Company Act and the Advisers Act. The Manager agrees to observe and comply with applicable provisions of the code of ethics adopted by the Company pursuant to Rule 17j-1 under the Investment Company Act, as such code of ethics may be amended from time to time.
Representations, Warranties and Covenants of Manager. Manager represents, warrants, and covenants to Company, with the understanding Company is relying upon such representations, warranties, and covenants that (a) Manager has the full right, power, and authority to enter into this Agreement and be bound by the terms of this Agreement without the consent of any other person or entity; (b) the execution and delivery of this Agreement and the performance by Manager of its obligations pursuant to this Agreement do not and will not constitute a breach of or a default under any other agreement or obligation applicable to Manager; (c) upon execution and delivery of this Agreement by Manager, this Agreement will constitute the valid and binding obligation of Manager; (d) all information supplied by Manager or its agents to Company or its agents will be true, complete, and correct and will not fail to state a material fact necessary to make any of such information not misleading; and (e) Company will owe no duty whatsoever to any spouse, entity, trust, owner, or other person affiliated with Manager that is not designated in this Agreement as Manager.
Representations, Warranties and Covenants of Manager. Manager represents, warrants, and covenants to and with the Partnership that:
Representations, Warranties and Covenants of Manager. Manager covenants, represents and warrants to Parent as of the Effective Date and any date a Property becomes subject to this Agreement:
Representations, Warranties and Covenants of Manager. Manager represents, warrants and covenants that:
Representations, Warranties and Covenants of Manager. Manager hereby represents and warrants that the following statements are true and correct as of the Effective Date, and covenants to the Company and the Members thereof that the statements in this Section 1(d) shall be true and correct at all times that such Manager is a Manager:
Representations, Warranties and Covenants of Manager. As a material inducement to Emeritus to enter into this Agreement, Manager does hereby represent, warrant and covenant as follows to Emeritus in connection with this Agreement and the Facility:
Representations, Warranties and Covenants of Manager. Manager (and each Affiliate of Manager that performs Services that would otherwise be provided by Manager under this Agreement) represents, warrants, and covenants (acknowledging that Client has relied on each such representation, warranty, and covenant in entering into this Agreement) as follows:
