REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. 20.1 The Purchaser hereby warrants and represents to the Seller:
(a) it duly organized and validly existing under the Applicable Laws of India and has all powers and authorities to own its property and to carry on its business as now conducted;
(b) it has the full legal right, capacity and authority to enter into this Agreement and this Agreement constitutes its legal, valid and binding obligation;
(c) the execution, delivery and performance by it of this Agreement and the compliance by it with the terms and provisions hereof do not and will not:
(i) contravene any provision of any Applicable Law, statute or any order, writ, injunction or decree of any court or governmental instrumentality to which it is subject; or
(ii) conflict with or be inconsistent with or result in any breach of any of the terms, covenants, conditions or provisions of, or constitute a default under any other agreement, contract or instrument to which it is a party or by which it is bound or to which it may be subject; or
(iii) violate any provision of its constitutional documents;
(d) there are no claims, investigations or proceedings before any court, tribunal or governmental authority in progress or pending against or relating to it, which could reasonably be expected to prevent it from fulfilling its obligations set out in this Agreement or arising from this Agreement;
(e) this Agreement is enforceable against it in accordance with its terms;
(f) the undertakings of the Purchaser pursuant to the Scheme Document and the LOI are true and correct and all information provided by the Purchaser under the Scheme Document and in connection with the LOI, as requested by SCCL and/ or the Seller, is not untrue, incorrect or misleading in any way; and
(g) there has been no change in the Control of the Purchaser since the issuance of the LOI till the Signature Date.
20.2 The Purchaser hereby covenants and undertakes to the Seller as follows:
(a) it does and shall continue to satisfy all of the Eligibility Conditions and shall comply with all its obligations, covenants, undertakings and all other terms and conditions required to be complied by it under the Scheme Document;
(b) the Purchaser has and shall always conducted its business in compliance with all Applicable Laws; and
(c) all licenses, registrations, consents, permissions and other authorisations required by the Purchaser for or in connection with its business (“License”) have been obtained and are validly held by the Purchaser and eac...
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. BY THE CORPORATE PROMOTER SELLING SHAREHOLDER I (MASCOT CAPITAL);
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. 14.1 Each Party represents and warrants to the other Party that:
14.1.1 it has the capacity to enter into this Agreement and perform its obligations and all transactions and undertakings contemplated herein;
14.1.2 all corporate or other required action necessary for the authorisation and execution of this Agreement have been duly obtained; and
14.1.3 this Agreement has been duly executed by it and is valid and binding on it in accordance with its terms.
14.2 The Purchaser hereby further warrants and represents to the Seller that:
14.2.1 it is duly organized and validly existing under the Applicable Laws and has all powers and authorities to own its property and to carry on its business as now conducted;
14.2.2 it has the full legal right, capacity and authority to enter into this Agreement and this Agreement constitutes its legal, valid and binding obligation;
14.2.3 the execution, delivery and performance by it of this Agreement and the compliance by it with the terms and provisions hereof do not and will not:
14.2.3.1 contravene any provision of any Applicable Laws, statute or any order, writ, injunction or decree of any court or governmental instrumentality to which it is subject; or
14.2.3.2 conflict with or be inconsistent with or result in any breach of any of the terms, covenants, conditions or provisions of, or constitute a default under any other agreement, contract or instrument to which it is a party or by which it is bound or to which it may be subject; or
14.2.3.3 violate any provision of its constitutional documents;
14.2.4 there are no claims, investigations or proceedings before any court, tribunal or governmental authority in progress or pending against or relating to it, which could reasonably be expected to prevent it from fulfilling its obligations set out in this Agreement or arising from this Agreement;
14.2.5 this Agreement is enforceable against it in accordance with its terms; and/or
14.2.6 the undertakings of the Purchaser pursuant to the BDs [and the LOA]10 are true and correct and all information provided by the Purchaser under the BDs [and in connection with the LOA, as requested by CIL and/or the Seller]11, is not untrue, incorrect or misleading in any way.
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. 4.1 On the 2020 Effective Date, each of the Main SPV and each Greif Transaction Party which is a party to this Agreement shall hereby reaffirm all covenants, representations and warranties made by such Party in each of the Transaction Documents and agree that all such covenants, representations and warranties shall be deemed to have been remade as of the 2020 Effective Date.
4.2 Each of the Parties hereby represents and warrants that this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms.
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. BY THE CORPORATE PROMOTER SELLING SHAREHOLDER II (JNK GLOBAL);
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. 8.1 With a view to induce the Bank to grant the Personal Loan to him/her, the Borrower, hereby represents/warrants to/ covenants/ undertakes with the Bank that he/she-
(i) has given complete and correct information and details in the application form about himself/herself;
(ii) shall make available to the Bank such security (including mortgage over the Property) in such form and substance as may be required by the Bank;
(iii) has no pending claims demands litigation or proceedings against him/her before any court or authority (public or private);
(iv) shall ensure that the purpose for which the Personal Loan is advanced by the Bank is fulfilled in all respects and produced to the Bank, the necessary documents, as may be required by the Bank;shall not use the bank funds for speculative or any other unlawful activities shall in addition to the income/ financial statement/s required by the Bank furnish such other information/ documents concerning his/her employment, trade, business, profession or otherwise as the Bank may require from time to time; shall promptly and without requiring any notice or reminder from the Bank, repay to the Bank the Personal Loan in accordance with the Repayment Terms mentioned in the Schedule "B"; shall (in case of more than one borrower) be jointly and severally liable to repay the Personal Loan, interest and all other sums due and payable under this Agreement and to observe its terms and conditions;
(v) where applicable, shall inform the Bank of any likely change in his/her employment;
(vi) shall not stand surety or guarantor for any third party liability or obligation;
(vii) being a resident in India, shall not leave India for employment or business or long stay without first fully repaying the Personal Loan then outstanding due and payable with interest and other dues, including prepayment charges, if any;
(viii) shall keep himself/herself aware of the rules of the Bank, pertaining to Personal Loan, and in force from time to time.
(ix) In the event of savings account/s of the Borrower/s being closed or being shifted from Xxxxxxx Small Finance Bank Limited to any other Bank, the Borrower/s shall within 15 days of such closure or shifting of account, arrange to the satisfaction of Xxxxxxx Small Finance Bank Limited any other alternative mode of payment of the instalments either by way of Electronic Clearing System (ECS) or by submitting Post Dated Cheques (PDC's), failing which the Bank would have an option to recall the outstan...
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. Being a resident in India, shall not leave India for employment or business or long stay without first fully repaying the outstanding due and payable with interest and other dues, including prepayment charges, if any,
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. BY EACH OF THE SELLING SHAREHOLDERS; SUPPLY OF INFORMATION AND DOCUMENTS
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. BY THE COMPANY AND THE PROMOTER SELLING SHAREHOLDERS; SUPPLY OF INFORMATION AND DOCUMENTS 13 4. REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS BY THE CORPORATE PROMOTER SELLING SHAREHOLDER I (MASCOT CAPITAL); SUPPLY OF INFORMATION AND DOCUMENTS 32 5. REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS BY THE CORPORATE PROMOTER SELLING SHAREHOLDER II (JNK HEATERS); SUPPLY OF INFORMATION AND DOCUMENTS 38
REPRESENTATIONS, WARRANTIES, COVENANTS AND UNDERTAKINGS. The Company represents, warrants, undertakes and agrees with the Lead Manager that as of (i) the date hereof; (ii) the date of the Letter of Offer; (iii) the Issue Opening Date until the Issue Closing Date; (iv) date of Allotment; and (v) date of commencement of trading of the Rights Equity Shares on the Stock Exchange, that:
