REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. Buyer hereby makes the following representations and warranties, each of which representation and warranty is: (a) material and being relied upon by Seller; and (b) true, complete and not misleading in all material respects as of the date hereof and as of the Closing.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. Buyer represents, warrants, covenants, and agrees with, Seller as of the Contract Date, that, except as otherwise hereinafter expressly provided, Buyer has the full right, power, and authority to purchase the Project from Seller as provided in this Contract and to carry out Buyer's obligations under this Contract, and all requisite action necessary to authorize Buyer to enter into this Contract and to carry out Buyer's obligations hereunder has been, or on the Closing Date will have been, taken.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. (a) Buyer represents that the Identified Liabilities listed on Schedule B attached hereto are the only Liabilities of Seller outstanding on the date hereof and that there are no Liabilities of Seller not identified on Schedule B attached hereto.
(b) Buyer shall indemnify and hold harmless Seller, and shall reimburse the Seller for, any loss, liability, claim, obligation, cost, damage, expense (including, but not limited to, costs of investigation and defense and attorneys’ fees) or diminution of value (collectively, “Claims”) included in, related to, as a result of, arising from or in connection with (a) the Liabilities, (b) any inaccuracy in any of the representations and warranties of Buyer in this Agreement, (c) any failure by Buyer to perform or comply in any respect with any covenant or agreement in this Agreement, or (d) any claim relating to or arising out of any Liabilities. Buyer hereby agrees to defend Seller at Buyer’s expense from and against any such Claims, and Buyer hereby releases and forever discharges Seller from any loss, liability, claim, obligation, cost, damage, expense (including, but not limited to, costs of investigation and defense and attorneys’ fees) or diminution of value with respect to any such Claims.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. VI.1 Buyer represents, warrants, covenants, and agrees with, Seller as of the Contract Date, that Buyer has the full right, power, and authority to purchase the Project from Seller as provided in this Contract and to carry out Buyer's obligations under this Contract, and all requisite action necessary to authorize Buyer to enter into this Contract and to carry out Buyer's obligations hereunder has been, or on the Closing Date will have been, taken.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. The representations and warranties of Buyer contained in this Agreement (when read without regard to any qualifications to such representations and warranties as to knowledge or materiality (including as to whether it has a Ma- terial Adverse Effect)) shall be true and correct when made and, except for representations and warranties that speak as of a specific date or time (which need only be true and correct as of such date or time), on and as of the Closing Date, with the same effect as though such representations and warranties had been made on and as of such date, except for such breaches and inaccuracies in representations and warranties which could not reasonably be expected to have a material adverse effect on Buyer's ability to consummate the transactions contemplated hereby, and the covenants and agreements of Buyer contained in this Agreement to be performed on or before the Closing Date in accordance with this Agreement shall have been duly performed in all material respects, and the Company shall have received at the Closing a certificate to that effect dated the Closing Date and validly executed by a senior officer of Buyer.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. Buyer hereby represents and warrants to, and covenants and agrees with, the Company and the Seller, as of the date hereof and as of the date of the Closing, that:
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. Buyer represents, warrants, covenants and agrees as of the date hereof and on the Closing Date (except where another date or period of time is expressly mentioned) that:
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. Buyer represents, warrants, covenants, and agrees with, Seller as of the Contract Date, that:
(a) Buyer has the full right, power, and authority to purchase the Project from Seller as provided in this Contract and to carry out Buyer's obligations under this Contract, and all requisite action necessary to authorize Buyer to enter into this Contract and to carry out Buyer's obligations hereunder has been, or on the Closing Date will have been, taken; and
(b) Buyer acknowledges that Buyer has been advised in writing that Buyer should have an abstract covering the Land examined by an attorney of Buyer's own selection or that Buyer should be furnished with or obtain a policy of title insurance.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER. 6.1 Buyer represents, warrants, covenants, and agrees with, Seller as of the Contract Date, that Buyer has the full right, power, and authority to purchase the Project from Seller as provided in this Contract and to carry out Buyer's obligations under this Contract, and all requisite action necessary to authorize Buyer to enter into this Contract and to carry out Buyer's obligations hereunder has been, or on the Closing Date will have been, taken.
REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS OF BUYER