Township Representations, Warranties and Covenants Sample Clauses

Township Representations, Warranties and Covenants. The Township hereby represents, warrants and covenants to the Operator as follows: (a) The Township is a municipal corporation duly created and existing pursuant to the laws of the State of New Jersey. The Township has the requisite power and authority to enter into this Agreement. (b) The Township has the legal capacity and authority to assess the rates and collect the fees for the Services to customers of the System that are required to be established by the Township pursuant to Article VIII. The Township has and will, to the best of its ability, maintain for the Term of this Agreement the legal capacity and authority to impose liens for the nonpayment of such rates and fees. Other than the System Indebtedness and any indebtedness incurred for Additional Capital Improvements if such are undertaken and paid for by the Township, there are and will be no liens, notes, bonds, mortgages, encumbrances, or other entitlement to the revenues of the System (other than connection fees, if any, which shall be retained by the Township) whose claim is equal to or prior to the Operator's entitlement to the revenues of the System pursuant to this Agreement, and no such liens, notes, bonds, mortgages, or encumbrances or entitlement to the revenues (other than connection fees) will be issued or imposed by the Township during the Term of this Agreement which affect the priority of the Operator's rights to the revenues provided for in this Agreement. (c) To the Township's knowledge, there are no claims, suits, actions pending or judgments entered which, if successful, would create an encumbrance upon the revenues of the System which would have a priority over the Operator's entitlement to the revenues of the System pursuant to this Agreement or which otherwise would have a material adverse effect on the ability of either the Operator or the Township to perform its obligations hereunder. (d) The Township has or holds, and will continue to have or hold throughout the Term of this Agreement, all appropriate Permits necessary to effectuate its responsibilities under this Agreement. Section 5.2.
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Related to Township Representations, Warranties and Covenants

  • Mutual Representations, Warranties and Covenants Each Party hereby represents and warrants to the other Party, as of the Effective Date, as follows:

  • Company Representations, Warranties and Covenants The Company hereby represents, warrants and agrees as follows:

  • Representations, Warranties and Covenants The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that:

  • GENERAL REPRESENTATIONS, WARRANTIES AND COVENANTS Each Assignor represents, warrants and covenants, which representations, warranties and covenants shall survive execution and delivery of this Agreement, as follows:

  • Additional Representations, Warranties and Covenants Borrowers and Guarantors, jointly and severally, represent, warrant and covenant with and to Agent and Lenders as follows, which representations, warranties and covenants are continuing and shall survive the execution and delivery hereof, and the truth and accuracy of, or compliance with each, together with the representations, warranties and covenants in the other Financing Agreements, being a continuing condition of the making of Loans by Lenders to Borrowers:

  • CERTAIN REPRESENTATIONS, WARRANTIES AND COVENANTS 2.1. The Company represents and warrants that the Policies are or will be registered under the 1933 Act or are exempt from or not subject to registration thereunder, and that the Policies will be issued, sold, and distributed in compliance in all material respects with all applicable state and federal laws, including without limitation the 1933 Act, the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the 1940 Act. The Company further represents and warrants that it is an insurance company duly organized and in good standing under applicable law and that it has legally and validly established the Account as a segregated asset account under applicable law and has registered or, prior to any issuance or sale of the Policies, will register the Accounts as unit investment trusts in accordance with the provisions of the 1940 Act (unless exempt therefrom) to serve as segregated investment accounts for the Policies, and that it will maintain such registration for so long as any Policies are outstanding. The Company shall amend the registration statements under the 1933 Act for the Policies and the registration statements under the 1940 Act for the Accounts from time to time as required in order to effect the continuous offering of the Policies or as may otherwise be required by applicable law. The Company shall register and qualify the Policies for sales in accordance with the securities laws of the various states only if and to the extent deemed necessary by the Company.

  • Representations, Warranties and Covenants of Parent Parent represents, warrants and covenants to Stockholder that, assuming due authorization, execution and delivery of this Agreement by Stockholder, this Agreement constitutes the legal, valid and binding obligation of Parent, enforceable against Parent in accordance with its terms, except (i) to the extent limited by applicable bankruptcy, insolvency or similar laws affecting creditors’ rights and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. Parent has the corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by Parent of this Agreement and the consummation by Parent of the transactions contemplated hereby have been duly and validly authorized by Parent and no other corporate proceedings on the part of Parent are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Parent.

  • INVESTOR'S REPRESENTATIONS, WARRANTIES AND COVENANTS The Investor represents and warrants to the Company, and covenants, that:

  • Seller’s Representations, Warranties and Covenants Seller hereby represents, warrants and covenants to Buyer as follows:

  • Representations, Warranties and Covenants of Company The Company represents and warrants to, and covenants with, the Subscriber as follows:

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