Representations and Warranties of Emergent Sample Clauses

Representations and Warranties of Emergent. In addition to any representations and warranties set forth in any other Transaction Document, except as expressly disclosed in the SEC Documents or as may otherwise be set forth in the Schedules, which shall be organized by Section and Subsection corresponding to the representations and warranties set forth in this Agreement with only those disclosures listed in a Section or Subsection of the Schedules modifying the corresponding (and no other) Section or Subsection of this Agreement, Emergent represents and warrants as of the date hereof and as of the Closing Date as follows:
Representations and Warranties of Emergent. Except as expressly disclosed in the SEC Documents or as may otherwise be set forth in the Schedules to this Agreement, which shall be organized by Section and Subsection corresponding to the representations and warranties set forth in this Agreement, Emergent represents and warrants as of the date hereof and as of the Closing Date as follows:
Representations and Warranties of Emergent. Emergent represents and warrants to the Consenting Senior Note Holder as follows: (a) It has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by Emergent of this Agreement and the performance of its obligations hereunder have been duly authorized by all requisite corporate action and no other corporate authorization or proceedings on the part of Emergent is required therefore, except for the approval of the holders of Emergent’s common stock that is required to adopt, effect and consummate all of the Senior Note Transactions. This Agreement has been duly executed and delivered by Emergent and, assuming the due authorization, execution and delivery of this Agreement by the other parties hereto, constitutes a legal, valid and binding obligation of Emergent, enforceable against it in accordance with its terms. (b) No Default or Event of Default has occurred or is continuing as of the date hereof. (c) The Liens purported to be created under the Security Documents will be valid and enforceable (with the priority required under the Security Documents).

Related to Representations and Warranties of Emergent

  • Representations and Warranties of Employee Employee represents and warrants to the Company that (a) Employee is under no contractual or other restriction or obligation which is inconsistent with the execution of this Agreement, the performance of his duties hereunder, or the other rights of the Company hereunder and (b) Employee is under no physical or mental disability that would hinder his performance of duties under this Agreement.

  • Representations and Warranties of Executive Executive represents and warrants to the Company that— (a) Executive is entering into this Agreement voluntarily and that Executive’s employment hereunder and compliance with the terms and conditions hereof will not conflict with or result in the breach by Executive of any agreement to which Executive is a party or by which Executive may be bound; (b) Executive has not violated, and in connection with Executive’s employment with the Company will not violate, any non-solicitation, non-competition, or other similar covenant or agreement of a prior employer by which Executive is or may be bound; and (c) in connection with Executive’s employment with the Company, Executive will not use any confidential or proprietary information Executive may have obtained in connection with employment with any prior employer.

  • Representations and Warranties of Client Client represents and warrants to Agency as follows: A. All Referred Accounts placed with Agency hereunder are lawfully due and owing, that they are owned by the Client (or its affiliates and customers) and that the Referred Accounts are not subject to any claim of fraud or otherwise wholly or partially invalid due to payment or settlement by the obligor or any other claim or defense. B. Information and data on the Referred Accounts is accurate to the best of Client’s information and knowledge. C. Client is not aware of any disputes regarding the Referred Accounts, including any bankruptcy filing or expiration of the applicable statute of limitations.

  • 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 Consultant Consultant represents and warrants to Client that: