Representations and Warranties of ADOT Clause Samples

Representations and Warranties of ADOT. 12 ADOT makes the representations, warranties and covenants set forth in this 13 Section 2.4. 14 (a) As of the Effective Date, ADOT has full power, right and 15 authority to execute, deliver and perform its obligations under, in accordance with and 16 subject to the terms and conditions of the Contract Documents to which it is a Party. 17 (b) Each Person executing on behalf of ADOT, the Contract 18 Documents to which ADOT is a Party, has been or at the time of execution will be duly 19 authorized to execute each such document on behalf of ADOT. 20 (c) As of the Effective Date, there is no action, suit, proceeding, 21 investigation or litigation pending and served on ADOT which challenges ADOT’s 22 authority to execute, deliver or perform, or the validity or enforceability of, the Contract 23 Documents to which ADOT is a Party, or which challenges the authority of the officials 24 executing the Contract Documents; provided, however, that no such representation is 25 made regarding the existence or effect of litigation regarding compliance with NEPA or 26 other laws identified in the Federal Highway Administration Record of Decision for the 27 Project dated March 5, 2015.
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Representations and Warranties of ADOT. 30 ADOT makes the representations, warranties, and covenants set forth in this 31 Section 2.4. 32 2.4.1 As of the Effective Date, ADOT has full power, right, and authority to 33 execute, deliver, and perform its obligations under, in accordance with and subject to the 34 terms and conditions of the Contract Documents to which it is a Party. 35 2.4.2 Each Person executing this Agreement on behalf of ADOT and the Contract 36 Documents to which ADOT is a Party, has been or at the time of execution will be duly 37 authorized to execute each such document on behalf of ADOT. 38
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Representations and Warranties of ADOT. 7 ADOT makes the representations, warranties and covenants set forth in this Section 2.4. 8 (a) As of the Effective Date, ADOT has full power, right and authority 10 the terms and conditions of the Contract Documents to which it is a Party. 11 (b) Each Person executing on behalf of ADOT, the Contract 12 Documents to which ADOT is a Party, has been or at the time of execution will be duly 13 authorized to execute each such document on behalf of ADOT. 14 (c) As of the Effective Date, there is no action, suit, proceeding, 15 investigation or litigation pending and served on ADOT which challenges ADOT’s 16 authority to execute, deliver or perform, or the validity or enforceability of, the Contract 17 Documents to which ADOT is a Party, or which challenges the authority of the officials 18 executing the Contract Documents; provided, however, that no such representation is 19 made regarding the existence or effect of litigation regarding compliance with NEPA or 20 other laws identified in the Federal Highway Administration Record of Decision for the 21 Project dated March 5, 2015.
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Representations and Warranties of ADOT. ‌ 21 ADOT represents and warrants to Developer that: 22 ADOT has full power, right and authority to execute, deliver and perform its 23 obligations under, in accordance with and subject to the terms and conditions of the Contract 24 Documents to which it is a Party; 25 Each Person executing on behalf of ADOT the Contract Documents to which 26 ADOT is a Party has been or at the time of execution will be duly authorized to execute each such 27 document on behalf of ADOT; 28 The Section 404 MOA is in full force and effect as of the Effective Date, and ADOT 29 has designated the Project as a priority federal-aid highway project under the Section 404 MOA; 30 and 31 ADOT will not revoke or cancel the Section 404 MOA or the designation of the 32 Project as a priority federal-aid highway project under the Section 404 MOA, and absent 33 unforeseen circumstances ADOT intends to negotiate for renewal of the Section 404 MOA prior 34 to the expiration date stated therein. 35
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Representations and Warranties of ADOT. 7 ADOT makes the representations, warranties and covenants set forth in this 8 Section 2.4. 9 (a) 2.4.1 As of the Effective Date, ADOT has full power, right and authority to 11 terms and conditions of the Contract Documents to which it is a Party.
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Representations and Warranties of ADOT. ADOT makes the representations, warranties and covenants set forth in this Section 2.4. (a) As of the Effective Date, ADOT has full power, right and authority to execute, deliver and perform its obligations under, in accordance with and subject to the terms and conditions of the Contract Documents to which it is a Party. (b) Each Person executing on behalf of ADOT, the Contract Documents to which ADOT is a Party, has been or at the time of execution will be duly authorized to execute each such document on behalf of ADOT. (c) As of the Effective Date, there is no action, suit, proceeding, investigation or litigation pending and served on ADOT which challenges ADOT’s authority to execute, deliver or perform, or the validity or enforceability of, the Contract Documents to which ADOT is a Party, or which challenges the authority of the officials executing the Contract Documents; provided, however, that no such representation is made regarding the existence or effect of litigation regarding compliance with NEPA or other laws identified in the Federal Highway Administration Record of Decision for the Project dated ▇▇▇▇▇ ▇, ▇▇▇▇. (▇) As of the Effective Date, each of the Contract Documents to which ADOT is (or will be) a party constitutes (or at the time of execution and delivery will constitute) the legal, valid and binding obligation of ADOT, enforceable against ADOT in accordance with its terms, subject only to applicable bankruptcy, insolvency and similar laws affecting the enforceability of the rights of creditors generally and to general principles of equity. (e) The execution and delivery by ADOT of this Agreement will not result, at the time of execution, in a default under any other agreement or instrument to which it is a party or by which it is bound. (f) The execution and delivery by ADOT of the Contract Documents and performance by ADOT of its obligations thereunder will not conflict with any Laws applicable to ADOT that are valid and in effect on the Effective Date; provided, however, that no such representation is made regarding the existence or effect of litigation regarding compliance with NEPA or other laws identified in the Federal Highway Administration Record of Decision for the Project dated March 5, 2015.
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Representations and Warranties of ADOT. 12 ADOT makes the representations, warranties and covenants set forth in this 13 Section 2.4.
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Related to Representations and Warranties of ADOT

  • Representations and Warranties of ▇▇▇▇ ▇▇▇▇ hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date:

  • Representations and Warranties of ▇▇▇▇▇ ▇▇▇▇▇ hereby represents and warrants to Amylin as of the Effective Date that:

  • Representations and Warranties of ▇▇▇▇▇▇ In connection with the Awarded Common Shares, ▇▇▇▇▇▇ makes the following representations and warranties to the Company: (i) ▇▇▇▇▇▇ has sufficient experience in business, financial and investment matters to be able to evaluate the risks involved in the acquisition of the Awarded Common Shares and to make an informed investment decision with respect thereto. ▇▇▇▇▇▇ can afford the complete loss of the value of the Awarded Common Shares and is able to bear the economic risk of holding the Awarded Common Shares for an indefinite period. (ii) ▇▇▇▇▇▇ is acquiring these securities for investment for ▇▇▇▇▇▇’▇ own account only and not with a view to, or for resale in connection with, any “distribution” thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”) or under any applicable provision of state law. ▇▇▇▇▇▇ does not have any present intention to transfer the Awarded Common Shares to any third party. (iii) ▇▇▇▇▇▇ understands that the Awarded Common Shares have not been registered under the Securities Act by reason of a specific exemption therefrom, which exemption depends upon, among other things, the bona fide nature of ▇▇▇▇▇▇’▇ investment intent as expressed herein. (iv) ▇▇▇▇▇▇ further acknowledges and understands that the Awarded Common Shares must be held indefinitely unless they are subsequently registered under the Securities Act or an exemption from such registration is available. ▇▇▇▇▇▇ further acknowledges and understands that the Company is under no obligation to register the Awarded Common Shares. ▇▇▇▇▇▇ understands that the certificate(s) evidencing the Awarded Common Shares will be imprinted with a legend which prohibits the transfer thereof unless they are registered or such registration is not required in the opinion of counsel for the Company. (v) ▇▇▇▇▇▇ is familiar with the provisions of Rules 144 promulgated under the Securities Act, which, in substance, permits limited public resale of “restricted securities” acquired, directly or indirectly, from the issuer of the securities (or from an affiliate of such issuer), in a non-public offering subject to the satisfaction of certain conditions. ▇▇▇▇▇▇ understands that the Company provides no assurances as to whether ▇▇▇▇▇▇ will be able to resell any or all of such Awarded Common Shares, pursuant to Rule 144, which rules requires, among other things, that the Company be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that resales of securities take place only after the holder has held the Awarded Common Shares for certain specified time periods, and under certain circumstances, that resales of securities be limited in volume and take place only pursuant to brokered transactions.

  • REPRESENTATIONS AND WARRANTIES OF ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ represents and warrants to the Company as follows:

  • Representations and Warranties of ALPS ALPS represents and warrants to the Trust that: (a) It is duly organized and existing as a corporation and in good standing under the laws of the State of Colorado. (b) It is empowered under applicable laws and by its Articles of Incorporation and By-laws to enter into and perform this Agreement. (c) All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. (d) It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement in accordance with industry standards.