Warranties and Agreements a. Borrowers are the absolute owners of the Collateral free from any encumbrances, liens, security interests, or equity interests, except for the security interest granted herein and except as disclosed by the Borrowers to the Lender in writing.
b. If insurance coverage was required as a condition of loan approval, or at any time during the term of the Loan, Borrowers agree to apply for and maintain such required insurance coverage on all items of Collateral hereunder, until the Loan and all other Obligations have been paid in full. All such policies of insurance shall be issued in such amounts as are acceptable to Lender. Lender shall be named as an additional insured party and/or loss payee on such policy or policies. If any insurance loss is paid to Borrowers and Lender jointly, Borrowers hereby appoint Xxxxxx as their attorney to endorse Borrowers’ names thereon and to apply the proceeds as set forth below. Lender is authorized to apply the insurance proceeds or any part thereof, at the sole discretion of Lender, to the replanting of the Collateral damaged or destroyed, or to the reduction of the Loan and the other Obligations, in such order of application as Lender may determine.
c. For each Borrower that is not an individual, the legal name of each such Borrower is as set forth herein or in an addendum hereto. None of the Borrowers have used any trade name, assumed name, or other name except those set forth herein or in an addendum hereto. Borrowers shall give Lender 30 days prior written notice before any such change.
d. If any of the Borrowers is a Registered Organization, as that term is defined in the UCC, all information provided to the Lender concerning its state or other location of organization is true, accurate, and complete. No Borrower that is a Registered Organization shall change its state or other location of organization without providing 30 days prior written notice thereof to the Lender before making any such change.
e. If any of the Borrowers is an individual or an entity that is not a Registered Organization, all information provided by the Borrowers to the Lender concerning the address of an individual Borrower’s residence or the address of the chief executive office of an entity that is not a Registered Organization is true, accurate, and complete. None of the individual Borrowers shall change that address of residence without providing 30 days prior written notice before such address change. None of the Borrowers that are entiti...
Warranties and Agreements. 1.1 The Customer warrants that all Products fully qualify and comply with Program Eligibility Criteria.
1.2 The Customer warrants that all information contained in the Application is true and correct. The Customer undertakes to advise EM immediately should there be any change to information contained in the Application form during the Customer’s participation in the Program. Changes to information contained in the Application may affect eligibility under the Program and Rebate amounts.
1.3 The Customer warrants and agrees that: i) they have read Program Eligibility Criteria for this Program and the Customer and that the project fully qualifies to participate in the Program; ii) the Application and all matters and materials relating thereto (including, without limitation, all Products installed by the Customer) fully qualify and comply with the Program Eligibility Criteria; and iii) they have the full authority to provide to EM the Application and all information and documents in relation to this Agreement and that all information and documents are and shall be correct, current, and complete.
1.4 The Customer agrees to the terms and conditions of this Agreement and shall comply with same, together with all Program requirements, unless specifically waived by EM in writing. If the Customer fails to comply with this Agreement or any other requirement of EM made pursuant these terms and conditions, including without limitation if the Customer ceases to be the Manitoba Hydro (“MH”) account holder for the building specified on the Application, then upon notice from EM, any Rebate then‑unpaid to the Customer shall be cancelled and any Rebates paid to an Customer who was in violation of this Agreement as at the payment date of the Rebate shall immediately repay the Rebate to EM.
1.5 EM decisions relating to the Customer, Application, the Product eligibility, energy savings of the Products, the amount of Rebates, or other issues relating to the Program will be final and binding on all parties and not subject to appeal.
1.6 The standard maximum eligible Rebate per upgrade is $100,000 unless otherwise agreed to by EM in writing.
1.7 EM reserves the right to change or terminate the Program at any time in its discretion without notice. In‑process applications may be subject to cancellation should the Program be terminated. Rebate amounts are subject to change without notice and are not confirmed until the time of issuance.
1.8 Rebates must be deposited within 90 days of...
Warranties and Agreements. All representations and warranties of the Company and the holder hereof contained herein shall survive the Date of Grant, the exercise or conversion of this Warrant (or any part hereof) or the termination or expiration of rights hereunder. All agreements of the Company and the holder hereof contained herein shall survive indefinitely until, by their respective terms, they are no longer operative.
Warranties and Agreements. The Reinsurer or The Equitable, as the case may be, has the right to rely fully upon the representations, warranties, covenants and agreements of The Equitable or the Reinsurer, as the case may be, contained in this Agreement. All representations and warranties made by The Equitable or the Reinsurer in this Agreement shall survive the execution and delivery hereof.
Warranties and Agreements. 1.1 The Building Owner warrants that the applicable new construction project and all program-related submissions fully qualify and comply with Appendix A - Program Eligibility Criteria.
1.2 The Building Owner warrants that all information contained in the Application is true and correct. The Building Owner undertakes to advise EM immediately should there be any change to information contained in the Application form during the Building Owner’s participation in the Program. Changes to information contained in the Application may affect eligibility under the Program and Incentive amounts.
1.3 The Building Owner warrants and agrees that: i) he/she has read Appendix A - Program Eligibility Criteria and that the project fully qualifies to participate in the Program; ii) the Application and all matters and materials relating thereto (including, without limitation, all reports, drawings, specifications, software analysis, invoices, and permits submitted by or on behalf of the Building Owner) fully qualify and comply with the Program Eligibility Criteria; and
Warranties and Agreements. The Borrower represents and warrants and, where appropriate, covenants as follows:
(a) The pledge of the Pledged Collateral hereunder will not contravene any agreement binding upon the Borrower;
(b) The Borrower has good right and legal authority to pledge the Pledged Collateral in the manner hereby done or contemplated and the Borrower will warrant and defend his title thereto and the lien created hereunder against the claims of any persons whomsoever;
(c) The pledge of the Pledged Collateral hereunder is effective to vest in the Lender the rights of the Lender in the Pledged Collateral as set forth herein;
(d) The Borrower is the owner of the Pledged Collateral free and clear of all liens of every kind and nature whatsoever; and
(e) The Borrower shall not sell, assign, transfer or otherwise dispose of, or grant any option in respect of, the Pledged Collateral, nor will the Borrower create, incur or permit to exist any lien in respect of the Pledged Collateral, or any interest therein, or the proceeds thereof, other than the lien provided for in this Pledge Agreement.
Warranties and Agreements. In order to induce the Lender to enter into this Agreement and to make the Advances, the Borrower makes the following representations, warranties and agreements as of the Effective Date, all of which shall survive the execution and delivery of this Agreement and the Note and the making of the Advances (with the execution and delivery of this Agreement and the making of each Advance thereafter being deemed to constitute a representation and warranty that the matters as specified in this Section 6 are true and correct in all respects on and as of the date hereof and as of the date of such Advance, unless stated to relate to a specific earlier date):
Warranties and Agreements. The Reinsurer or First Golden, as the case may be, has the right to rely fully upon the representations, warranties, covenants and agreements of First Golden or the Reinsurer, as the case may be, contained in this Agreement. All representations and warranties made by First Golden or the Reinsurer in this Agreement shall survive the execution and delivery hereof.
Warranties and Agreements. The undersigned warrants and agrees that:
(a) Collateral location and use. The undersigned's chief place of business, its financial books and records relating to the Collateral, and the Collateral, are located and/or based at the address set forth at the foot of this Agreement. The undersigned will not relocate any of the Collateral from said location without the prior written consent of the Bank. The Collateral was and/or will be acquired by the undersigned solely for use in its business at said location, and the Collateral is not and shall not be used for any other use.
(b) Existing liens, security interests, and encumbrances. Except for the security interest granted herein, the undersigned is the legal owner of all interest in the Collateral and shall keep the Collateral free and clear of liens, security interests, or encumbrances, and will not assign, sell, mortgage, lease, transfer, pledge, grant a security interest in, encumber or otherwise dispose of or abandon any part or all of the Collateral without the prior written consent of the Bank, except for (i) the sale from time to time in the ordinary course of business of the undersigned of such items of Collateral as may constitute all or part of the business inventory of the undersigned and (ii) that certain subordinate security interests granted or to be granted by the undersigned to (A) the holder(s) of (i) the Borrower's twelve (12%) percent Convertible Senior Subordinated Debentures (the "Debentures")
Warranties and Agreements. Debtor represents, warrants and agrees that:
