THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. The Partnership represents and warrants to the Trading Advisor as follows:
(a) The Partnership is duly organized, validly existing and in good standing as a limited partnership under the laws of Illinois. The Partnership has full power and authority to perform its obligations under this Agreement and to conduct its business and to act as described in the Disclosure Notice.
(b) This Agreement has been duly and validly authorized, executed and delivered on behalf of the Partnership and is a valid and binding agreement of it enforceable in accordance with its terms.
(c) The Partnership has complied and will continue to comply with all orders, rules, laws, statutes, regulations or other legal requirements applicable to it, to its business, properties, and assets, including the Act and the rules promulgated by the CFTC and the NFA, the violation of which would materially and adversely affect its ability to comply with, and perform its obligations under this Agreement, and there are no actions, suits, proceedings, or notices of investigations or investigations pending or threatened against it, by the NFA, the CFTC or any governmental, regulatory or self-regulatory agency regarding noncompliance by it with any law, statute, rule or regulation, or at law or in equity or before or by any court, any federal, state, municipal or other governmental department, commission, board, bureau, agency, or instrumentality, or by any regulatory or self-regulatory organization, or exchange, in which an adverse decision would materially and adversely affect its ability to comply with or to perform its obligations under this Agreement or that would be required to be disclosed in the Disclosure Notice, which is not so disclosed, or would result in a material adverse change in the condition, financial or otherwise, business or prospects of the Partnership.
(d) The Partnership has all federal and state governmental, regulatory, self-regulatory and exchange licenses and approvals and has effected all filings and registrations with all federal and state governmental and regulatory and self-regulatory agencies required to conduct its business and to act as described in the Disclosure Notice and to perform its obligations under this Agreement.
(e) Except with respect to information contained in the Disclosure Notice relating to the Trading Advisor or any other advisor, the Disclosure Notice does not contain any untrue statement of material fact or omit to state therein a material fact re...
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. In connection with the grant of the Units hereunder, the Partnership hereby represents and warrants to Executive that:
(i) The execution, delivery and performance by the Partnership of this Agreement and the consummation of the transactions contemplated hereby do not and will not (with or without the giving of notice, the lapse of time, or both) result in a violation or breach of, conflict with, cause increased liability or fees, or require approval, consent or authorization under any law, rule or regulation applicable to the Partnership.
(ii) The Partnership has all requisite legal capacity and authority to carry out the transactions contemplated by this Agreement and the Partnership Agreement, and the execution, delivery and performance by the Partnership of this Agreement and the Partnership Agreement and all other agreements contemplated hereby and thereby to which the Partnership is a party have been duly authorized by the Partnership.
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. To induce Contributor to enter into this Agreement and to sell the Property, the Partnership hereby makes the following representations and warranties, upon each of which the Partnership acknowledges and agrees that Contributor is entitled to rely and has relied:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. The Partnership represents and warrants to and agrees with the Fund as follows:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. To induce the Lenders to enter into this Amendment and to amend the Credit Agreement in the manner provided herein, the Partnership represents and warrants to each Lender that the following statements are true, correct and complete:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. To induce the Contributing Parties to enter into this Agreement, each Partnership makes the following representations and warranties, as to itself, all of which (i) are now true and (ii) shall be true as of the Closing:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. In order to induce the Agent and the Lenders to enter into this Amendment Agreement and to amend and restate the Credit Agreement as described herein, the Partnership represents and warrants to the Agent and each Lender that the following statements are true, correct and complete on and as of the Amended and Restated Credit Agreement Effective Date:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. The General Partner and the Partnership represents and warrants to the Trading Advisor as follows:
(a) The Partnership is duly organized, validly existing and in good standing as a limited partnership under the laws of Illinois. The Partnership has full power and authority to enter into and perform its obligations under this Agreement and to conduct its business and to act as described in the Disclosure Notice. The Partnership is qualified to conduct its business and is in good standing in every jurisdiction in which the nature or conduct of its business requires such qualification and the failure to so qualify would have a materially adverse effect on its ability to comply with, or perform its obligations under, this Agreement, it being understood that any decision as to the jurisdiction or jurisdictions in which the Partnership shall conduct its business is within the sole discretion of the Partnership.
(b) This Agreement has been duly and validly authorized, executed and delivered on behalf of the Partnership and is a valid and binding agreement of it enforceable in accordance with its terms. The execution and delivery of this Agreement and the performance of the obligations and the consummation of the transactions contemplated in this Agreement and in the Disclosure Notice will not conflict with, violate, breach or constitute a default under, any term or provision of the Partnership's certificate of limited partnership or its limited partnership agreement or of any indenture, mortgage, deed of trust, loan agreement, or other agreement or instrument to which the Partnership is a party or by which it is bound, or to which any of the property or assets of the Partnership are subject, or any order, rule, law, statute, regulation, or other legal requirement applicable to the Partnership or to the property or assets of the Partnership of any court or any governmental or administrative body or agency or panel or any regulatory or self-regulatory organization or exchange having jurisdiction over the Partnership.
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. The Partnership represents and warrants to TCI as of the date of this Agreement (or, if a different date is specified in this Section 5 or in the Century Schedules, as of such specified date) as follows:
THE PARTNERSHIP'S REPRESENTATIONS AND WARRANTIES. Organization and Qualification of the Partnership. . 21 5.2
