Contractor Representations and Warranties Clause Samples

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Contract and at the time any order is placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

Contractor Representations and Warranties. Contractor represents and warrants that as of the Second Restatement Date: 28.2.1 It is a limited liability company duly organized and validly existing in good standing under the laws of the State of Texas, is wholly-owned, collectively, by the JV Members, and has all necessary power and authority to carry on its business as presently conducted, to own or hold under lease its properties and to enter into and perform its obligations under this Agreement; 28.2.2 Each of the execution, delivery and performance by it of this Agreement has been duly authorized by all necessary action on its part, does not require any approval, except as has been heretofore obtained, of its board of directors or shareholders or any consent of or approval from any trustee, lessor or holder of any indebtedness or other obligation of it, except for such as have been duly obtained, and does not contravene or constitute a default under any provision of applicable Law, its constituting documents (including the JV Agreement) or by-laws or of any agreement, judgment, injunction, order, decree or other instrument binding upon it, or subject the Facility or any component part thereof or the Job Site or any portion thereof to any lien other than as contemplated or permitted by this Agreement; and it is in compliance with all applicable Laws (a) which govern its ability to perform its obligations under this Agreement or (b) the noncompliance with which would have a material adverse effect on it; 28.2.3 Neither the execution and delivery by it of this Agreement, nor the consummation by it of any of the transactions contemplated hereby, requires the consent or approval of, the giving of notice to, the registration with, the recording or filing of any document with, or the taking of any other action in respect of any Government Authority, except such as are not yet required, and it has no reason to believe that the same will not be readily obtainable in the ordinary course of business upon due application therefor, or which have been duly obtained and are in full force and effect; 28.2.4 It has duly executed and delivered this Agreement, and, assuming the due authorization, execution and delivery thereof by Owner, this Agreement constitutes (or when so executed and delivered will constitute) its valid and binding obligation, enforceable against it in accordance with its terms, except that (a) such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, liquidation, ...

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Cooperative Purchasing Master Agreement and at the time any order is placed pursuant to this Cooperative Purchasing Master Agreement. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

Contractor Representations and Warranties. (a) Contractor represents and warrants to Hospital that as of the date of this Project Agreement: (i) Contractor is a corporation incorporated and validly existing under the laws of the Province of Ontario, is in good standing with the Ministry of Government Services of Ontario with respect to the filing of annual returns, and has all the requisite corporate power and authority to own, lease and operate its properties and assets, to carry on its business as it is currently being conducted, and to enter into this Project Agreement and any Implementing Agreements to which it is a party and to perform its obligations hereunder and thereunder; (ii) no steps or proceedings have been taken or are pending to supersede, repeal, or amend its constating documents, articles, by-laws or any shareholders agreement in a manner that would materially impair or limit its ability to perform its obligations under this Project Agreement or any of the Implementing Agreements to which it is a party and they are in full force and effect as of the date hereof; (iii) this Project Agreement and the Implementing Agreements (when executed and delivered) to which it is a party have been duly authorized, executed, and delivered by Contractor and constitute legal, valid, and binding obligations of Contractor, enforceable against Contractor in accordance with their terms, subject only to: (A) limitations with respect to the enforcement of remedies by bankruptcy, insolvency, moratorium, winding-up, arrangement, reorganization, fraudulent preference and conveyance and other laws of general application affecting the enforcement of creditors’ rights generally; and (B) general equitable principles and the fact that the availability of equitable remedies is in the discretion of a court and that a court may stay proceedings or the execution of judgments; (iv) the authorization, execution, delivery, and performance by Contractor of this Project Agreement and the Implementing Agreements to which it is a party does not violate or conflict with, or constitute a default under: (A) its constating or organizational documents or any unanimous shareholders agreement or similar rights agreement binding on Contractor; (B) any Applicable Law; or (C) any covenant, contract, instrument or agreement to which it is a party or by which it or any of its properties or assets is bound or affected; (v) there are, to the knowledge of its senior management, no actions, suits, proceedings, or investigations pending or...

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Contract:

Contractor Representations and Warranties. The Contractor represents, covenants and warrants that: (a) The Contractor is a company in good standing and qualified to carry on business in the State of New York and has the approval, capacity, and authority to enter into this Agreement and to perform the obligations of the Contractor under this Agreement; (b) This Agreement does not in any way conflict with any other agreements of the Contractor; (c) The Contractor possesses the business, professional, and technical expertise, and training required to perform the Services; (d) The Contractor has or shall obtain, or cause to be obtained, all personnel necessary, with appropriate education, experience and expertise, to undertake and provide the Services in a manner satisfactory to HTFC. (e) The Contractor possesses the equipment, facilities, and employees to perform the obligations under this Agreement; (f) The Contractor and/or its facilities, employees, or agents, have been issued, as of the date of this Agreement and throughout the term of the Agreement, all material permits, licenses, certificates, or approvals required by applicable Law necessary to perform the Services; and (g) That all documents, including, but not limited to, invoices, ▇▇▇▇▇▇▇▇, back-up information for invoices, and reports submitted by the Contractor to HTFC in connection with the Services are complete and accurate to the best of the knowledge of the Contractor. The Contractor represents that HTFC, for whatever purpose, may rely upon all such documents and the data therein as being complete and accurate. The Contractor agrees to promptly notify HTFC upon discovery of any instances where the Contractor becomes aware of any discrepancies in relation to documents under this Section.

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Master Contract and at the time any order is placed pursuant to this Master Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach. Qualified to do Business. Contractor represents and warrants that Contractor is (a) in good standing; (b) qualified to do business in the State of Washington; and (c) registered with the Washington State Department of Revenue and the Washington Secretary of State.

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Participating Addendum and at the time any Purchase Order is placed by a Participating Entity pursuant to this Participating Addendum. If, at the time of any such Purchase Order, Contractor cannot make such representations and warranties, Contractor shall not process any Purchase Orders and shall notify Enterprise Services, in writing, within three (3) business days of such breach.

Contractor Representations and Warranties. Contractor makes each of the following representations and warranties as of the effective date of this Master Contract and at the time any order is placed pursuant to this Master Contract. If, at the time of any such order, Contractor cannot