Western Interconnect Representations Sample Clauses

Western Interconnect Representations. Each of (a) the representations and warranties of the WI Entities (as of the date hereof) or PWI Holdings (as of the Term Loan Borrowing Date) set forth in Article IV of the Western Interconnect Loan Agreement (other than (i) solely as of the date hereof, those representations and warranties set forth in Article IV of the Western Interconnect Loan Agreement that are made solely as of the Term Loan Borrowing Date, (ii) representations and warranties to the extent they relate to Financing Documents (as defined in the Western Interconnect Loan Agreement) and (iii) Sections 4.9 (Intellectual Property), 4.18 (No Default), 4.19 (Offices; Location of Collateral), 4.20 (Bank Accounts), 4.27 (Collateral), 4.34 (Resale Certificate), 4.35 (No Material Adverse Effect) and 4.37 (No Immunity) of the Western Interconnect Loan Agreement) and (b) the definitions (as set forth in the Western Interconnect Loan Agreement) of any defined terms used in Article IV of the Western Interconnect Loan Agreement are hereby incorporated into this Paragraph 4; provided that if any such representation or warranty is by its terms qualified by reference to information set forth on a disclosure schedule to the Western Interconnect Loan Agreement, then such representation and warranty shall be so qualified by such information for purposes of this Schedule 2.12 (provided that any correction after the date hereof to such disclosure schedule shall be subject to Section 4.1(c)).
Sample 1
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Related to Western Interconnect Representations

  • Joint Representations Each party represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

  • Manager's Representations The Manager represents and warrants that (i) it is registered as an investment adviser under the Investment Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) it is not prohibited by the 1940 Act or the Investment Advisers Act from performing the services contemplated by this Agreement; (iii) it has met, and will continue to meet for so long as this Agreement remains in effect, any applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency, necessary to be met in order to perform the services contemplated by this Agreement; (iv) it has the authority to enter into and perform the services contemplated by this Agreement, and (v) it will immediately notify the Sub-Advisor of the occurrence of any event that would disqualify the Manager from serving as an investment advisor of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise.

  • Investment Representations (i) The Purchaser is acquiring the Private Placement Warrants and, upon exercise of the Private Placement Warrants, the Shares issuable upon such exercise (collectively, the “Securities”), for the Purchaser’s own account, for investment purposes only and not with a view towards, or for resale in connection with, any public sale or distribution thereof.

  • Depositor's Representations Depositor represents as follows:

  • Seller’s Representations Seller represents and warrants to Buyer as follows:

  • Representations and Warranties of the Asset Representations Reviewer The Asset Representations Reviewer hereby makes the following representations and warranties as of the Closing Date:

  • VENDOR'S REPRESENTATIONS The Vendor's representations contained in this Agreement will be true.

  • Investment Representation The Holder hereby represents and covenants that (a) any share of Stock acquired upon the vesting of the Award will be acquired for investment and not with a view to the distribution thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), unless such acquisition has been registered under the Securities Act and any applicable state securities laws; (b) any subsequent sale of any such shares shall be made either pursuant to an effective registration statement under the Securities Act and any applicable state securities laws, or pursuant to an exemption from registration under the Securities Act and such state securities laws; and (c) if requested by the Company, the Holder shall submit a written statement, in form satisfactory to the Company, to the effect that such representation (x) is true and correct as of the date of vesting of any shares of Stock hereunder or (y) is true and correct as of the date of any sale of any such share, as applicable. As a further condition precedent to the delivery to the Holder of any shares of Stock subject to the Award, the Holder shall comply with all regulations and requirements of any regulatory authority having control of or supervision over the issuance or delivery of the shares and, in connection therewith, shall execute any documents which the Board shall in its sole discretion deem necessary or advisable.

  • Servicer’s Representations and Warranties The Servicer represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

  • Buyer’s Representations Buyer represents and warrants to, and covenants with, Seller as follows:

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