Common use of BY THE PROGRAM MANAGER Clause in Contracts

BY THE PROGRAM MANAGER. As a material inducement to entering into this ESA, the Program Manager hereby represents and warrants to Competitive Supplier and Municipality as of the Effective Date that the following are true: a) This ESA constitutes a legal, valid and binding contract of Program Manager enforceable in accordance with its terms, subject to applicable law; b) The execution, delivery and performance of this ESA are within Program Manager's powers, have been or will be duly authorized by all necessary action; c) Program Manager has all authorizations from any local or state Governmental Authority necessary for it to legally perform its obligations under this ESA or will obtain such authorizations in a timely manner prior to when any performance by it requiring such authorization becomes due; and d) No Bankruptcy is pending or threatened against Program Manager.

BY THE PROGRAM MANAGER. As a material inducement to entering into this ESA, the Program Manager hereby represents and warrants to Competitive Supplier and Municipality as follows: as of the Effective Date that the following are true: a) This date of execution of this ESA, this ESA constitutes a legal, valid and binding contract of Program Manager enforceable in accordance with its terms, subject to applicable law; b) The ; as of the Effective Date of this ESA: the execution, delivery and performance of this ESA are within Program Manager's powers, have been or will be duly authorized by all necessary action; c) ; Program Manager has all authorizations from any local or state Governmental Authority necessary for it to legally perform its obligations under this ESA or will obtain such authorizations in a timely manner prior to when any performance by it requiring such authorization becomes due; and d) No and no Bankruptcy is pending or threatened against Program Manager.