Tenant’s Representations. In addition to the any other representation or warranty set forth herein and as an inducement to Landlord to enter into this Agreement, Tenant hereby represents and warrants to Landlord as follows:
(a) Tenant is a single purpose, limited liability company duly organized and validly existing and in good standing under the laws of the State of Delaware. Tenant has all requisite power and authority under the laws of the State of Delaware and the laws of the State of Colorado and Massachusetts and its charter documents to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. Tenant is duly authorized to transact business in any jurisdiction in which the nature of the business conducted by it requires such qualification.
(b) Tenant has taken all necessary action to authorize the execution, delivery and performance of this Agreement, and upon the execution and delivery of this Agreement and any document to be delivered by Tenant, prior to the date hereof, such document shall constitute the valid and binding obligation and agreement of Tenant, enforceable against Tenant in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws of general application affecting the rights and remedies of creditors and except to the extent that the availability of equitable relief may be subject to the discretion of the court before which any proceeding may be brought.
(c) Except as disclosed on EXHIBIT "I", there are no judgements presently outstanding and unsatisfied against Tenant or any of its properties, and neither Tenant nor any of its properties are involved in any material litigation at law or in equity or any proceeding before any court, or by or before any governmental or administrative agency, which litigation or proceeding could reasonably be expected to materially adversely affect Tenant, and no such material litigation or proceeding is, to the knowledge of Tenant, threatened against Tenant and no investigation looking toward such a proceeding has begun or is contemplated.
(d) In the reasonable opinion of Tenant, the Leased Property and the Leased Improvements therein are adequately furnished and contain adequate FF&E and inventory consistent with the amount of FF&E and inventory which is customarily maintained in a hotel of the type and character of the Leased Property as otherwise required to operate the Leased Property ...
Tenant’s Representations. Tenant represents that:
(a) Tenant is duly organized under the laws of the Commonwealth of Virginia, and is validly existing and in good standing under the laws of the Commonwealth of Virginia;
(b) Tenant has not dealt with any broker in connection with this Lease or the transactions contemplated hereby and it agrees to indemnify and hold the FCRHA harmless from and against any claim for commission or other compensation in connection herewith that is asserted by any broker, finder or other agent which claims to have dealt with Tenant, together with the cost of defending any such claim; and
(c) the execution and delivery of this Lease, and all documents and instruments collateral to this Lease, by the officer(s) of Tenant executing and delivering the same, have been duly authorized by all requisite corporate action on the part of Tenant, and, upon such execution and delivery, this Lease and such other documents and instruments shall constitute valid and binding obligations of Tenant.
Tenant’s Representations. Tenant hereby represents and warrants, to best of Tenant’s knowledge, to Landlord that as of the Effective Date: (a) all of Tenant’s estate, right, title and interest in and to the Lease is free and clear of assignments, sublettings, liens and encumbrances; (b) the Lease is in full force and effect; (c) Tenant is presently in possession of the Existing Premises and is paying the Base Rent, Additional Rent and any other charges or sums due under the Lease with respect to the Existing Premises; (d) the Lease has not been modified, supplemented or amended in any way, except as may be set forth in this Amendment; (e) Tenant is not aware of any actionable defenses, claims or set-offs under the Lease against rents or charges due or to become due thereunder; and (f) that this Amendment has been duly authorized, executed and delivered by and on behalf of Tenant and constitutes the valid and binding agreement of Tenant in accordance with the terms hereof.
Tenant’s Representations. As an inducement to Landlord to enter into this Lease Agreement, Tenant hereby represents and warrants to Landlord, as of the Effective Date, as follows:
(a) Tenant is a Texas not-for-profit corporation, duly organized and validly existing under the laws of the State of Texas, with all necessary power and authority to enter into this Lease Agreement and to consummate the transactions herein contemplated. Tenant is qualified to do business in Texas;
(b) Neither the execution and delivery of this Lease Agreement by Tenant nor the performance by Tenant of its obligations hereunder will (i) violate any statute, regulation, rule, judgment, order, decree, stipulation, injunction, charge, or other restriction of any Governmental Authority, or court to which Tenant is subject or any provision of the articles of incorporation or by-laws of Tenant or (ii) conflict with, result in a breach, of constitute default under, result in the acceleration of, create in any party the right to accelerate, terminate, modify, or cancel or require any notice under any contract, lease, sublease, license, sublicense, franchise, permit, indenture, agreement or mortgage for borrowed money, instrument of indebtedness, security interest, or other agreement to which Tenant is a party or by which Tenant or its assets are bound;
(c) All proceedings required to be taken by or on behalf of Tenant authorize Tenant to execute and deliver this Lease Agreement and to perform the covenants, obligations and agreements of Tenant hereunder have been duly taken. No consent to the execution and delivery of this Lease Agreement by Tenant or the performance by Tenant of its covenants, obligations and agreements hereunder is required from any partner, board of directors, shareholder, creditor, investor, judicial, legislative or administrative body, Governmental Authority or other person, other than any such consent which already has been given;
(d) This Lease Agreement constitutes the valid and legally binding obligation Tenant, enforceable in accordance with its terms and conditions, except as such enforcement maybe limited by bankruptcy,· insolvency, reorganization, moratorium or other similar laws presently or hereafter in effect, affecting the enforcement of creditors' rights generally and by general principles of equity whether applied in a proceeding at law or in equity; and
(e) To Tenant's actual knowledge, there is no action, suit, claim, proceeding or investigation pending or currently threatened...
Tenant’s Representations. Tenant hereby represents to Landlord that there has been no assignment of the Lease and no sublease of all or any portion of the Premises, there are no existing defenses or offsets which Tenant has against enforcement of the Lease, and Landlord and Tenant are not in default under the Lease.
Tenant’s Representations. Tenant warrants and agrees that it will not use, maintain, generate, store, treat or dispose of any Hazardous Materials in or on the Property in violation of applicable governmental regulations. Tenant hereby indemnifies Landlord from and against any loss, liability, claim or expense, including, without limitation, cleanup, engineering and reasonable attorneys fees and expenses that Landlord may incur by reason of any investigation or claim of any governmental agency or third party for any actions taken by Tenant, its agents, licensees, subtenants, concessionaires, contractors or employees at the Property during the term of this Lease in violation of the above covenant. Tenant’s indemnity to Landlord under this paragraph shall survive the cancellation or termination of this Lease.
Tenant’s Representations. Tenant represents and warrants to Landlord as of the Effective Date as follows:
23.2.1 Tenant is duly organized, validly existing and in good standing under the laws of its state of formation, is qualified to do business and in good in the State in which each Property is located (to the extent Tenant is required to be so by applicable Legal Requirements) and has full power, authority and legal right to execute and deliver and to perform and observe the provisions of this Agreement to be observed and/or performed by Tenant.
23.2.2 This Agreement has been duly authorized, executed and delivered by Tenant, and constitutes and will constitute the valid and binding obligations of Tenant enforceable against Tenant in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, creditors’ rights laws and/or general principles of equity.
23.2.3 The execution and delivery of this Agreement and compliance with the provisions hereof will not result in (i) a material breach or violation of (A) any Legal Requirements applicable to Tenant now in effect, (B) the organizational or charter documents of Tenant, (C) any judgment, order or decree of any Government Agency binding upon Tenant or (D) any material agreement or instrument to which Tenant is a counterparty or by which it is bound or (ii) the acceleration of any material obligation of Tenant.
Tenant’s Representations. (A) Tenant represents that the Apartment shall be occupied only by tenants and such other persons listed and approved on the application submitted in connection with this Lease, for living purposes only. Tenant further represents that neither Tenant, nor any member of Tenant’s family, nor any guest or other person invited or permitted into the Apartment by tenant, shall use or occupy the premises or any part thereof, including the common areas of the building or buildings of the project, and also including any portion of the grounds of the project, or allow same to be used or occupied for the unlawful trade, manufacture, distribution, storage, and/or sale of marihuana or of any controlled substance as more specifically defined and set forth in Section 3306 of the Public Health Law and Section 220 of the Penal Law of the State of New York.
(B) Tenant represents and warrants the accuracy of all statements made in the application submitted in connection with this Lease and in any report of income made by or on behalf of Tenant or any statement of family income or family composition and it shall be a default under this Lease if any statement contained therein shall prove inaccurate at any time. Tenant shall notify Landlord promptly of any change in family composition as it occurs and shall comply promptly with all requests for information thereof, a breach which obligation shall be deemed a default hereunder. If any time during the term hereof Tenant shall be found ineligible for occupancy by reason of excess of income or otherwise, and Tenant is so notified by Landlord, then, and in that event, this Lease shall thereupon cease and terminate and Tenant shall vacate and surrender the Apartment.
(C) Xxxxxx agrees that the family income and composition and other eligibility requirements are substantial material obligations of his tenancy and that he will comply promptly with all requests by Landlord or the Commissioner for information and certifications concerning the total current family income and family composition of the Tenant and other requirements for continued occupancy.
Tenant’s Representations. During the Rectification Period the Tenant or the Tenant's surveyor may make written representations to the Contract Administrator identifying defects, shrinkages or faults in the Landlord's Works which the relevant building contractor is obliged to remedy in accordance with the Building Contract. Without fettering the discretion of the Contract Administrator in carrying out duties under the Building Contract, the Landlord shall use reasonable endeavours to ensure that the Contract Administrator takes proper account of any such representations.
Tenant’s Representations. Tenant represents and warrants that Tenant and the person(s) executing and delivering this Amendment on Tenant’s behalf each represent and warrant that such person is duly authorized to so act; that Tenant is duly organized, is qualified to do business in the State of New Jersey, is in good standing under the laws of the state of its organization and the laws of the State of New Jersey, and has the power and authority to enter into this Lease; and that all action required to authorize Tenant and such person to enter into this Lease has been duly taken.
