Representations and Warranties of StadCo Sample Clauses

The "Representations and Warranties of StadCo" clause sets out the specific statements of fact and assurances that StadCo makes to the other party in the agreement. These may include confirmations about StadCo’s legal authority to enter into the contract, its financial condition, ownership of assets, or compliance with laws. For example, StadCo might warrant that it holds all necessary permits or that there are no undisclosed legal disputes affecting its operations. The core function of this clause is to allocate risk by ensuring that the other party can rely on the accuracy of StadCo’s statements, providing a basis for remedies if any representation proves to be false or misleading.
Representations and Warranties of StadCo. StadCo represents and warrants to the Authority, as of the Effective Date (unless otherwise expressly provided herein), as follows:
Representations and Warranties of StadCo. StadCo hereby represents and warrants to the GWCCA as follows: (a) StadCo is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Georgia and has all requisite limited liability company power and authority to own, lease and operate its properties and to carry on its business as now being conducted. (b) StadCo has full limited liability company power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by ▇▇▇▇▇▇, the performance by StadCo of its obligations hereunder, and the consummation of the transactions provided for hereby have been duly and validly authorized by all necessary limited liability company action on the part of StadCo. This Agreement has been duly executed and delivered by StadCo and constitutes the valid and binding agreements of StadCo, enforceable against StadCo in accordance with its terms, subject to applicable bankruptcy, insolvency and other similar laws affecting the enforceability of creditors’ rights generally, general equitable principles and the discretion of courts in granting equitable remedies. (c) The execution, delivery and performance of this Agreement, the consummation of the transactions contemplated hereby and the fulfillment of and compliance with the terms and conditions hereunder do not or will not (as the case may be), with the passing of time or the giving of notice or both, violate or conflict with, constitute a breach of or default under, result in the loss of any benefit under, or permit the acceleration of any obligation under, (i) any term or provision of the charter documents of StadCo, (ii) any judgment, decree or order of any governmental entity to which StadCo is a party or by which StadCo or any of its properties is bound or (iii) any law applicable to StadCo unless, in each case, such violation, conflict, breach, default, loss of benefit or accelerated obligation would not, either individually or in the aggregate, have a material adverse impact on the ability of StadCo to consummate the transactions contemplated hereby.
Representations and Warranties of StadCo. StadCo represents and
Representations and Warranties of StadCo. StadCo represents and warrants to Metro, as of the Effective Date (unless otherwise expressly provided herein), as follows:‌
Representations and Warranties of StadCo. StadCo represents and warrants to ECSC and the County, as of the Effective Date, that: 21.3.1 StadCo is a limited liability company duly organized and validly existing under the laws of the State of Delaware, is in good standing under the laws of the State of Delaware and the State of New York, and has all requisite corporate power and authority to execute, deliver and perform their obligations under this Stadium Lease; 21.3.2 this Stadium Lease has been duly authorized, executed and delivered by ▇▇▇▇▇▇ and constitutes the legal, valid and binding obligations of it, enforceable against it in accordance with the terms hereof and thereof, except to the extent enforceability is limited by bankruptcy, reorganization and other similar laws affecting the rights of creditors generally and by general principles of equity; 21.3.3 StadCo has obtained all authorizations, consents, or approvals (including all necessary consents and approvals from the NFL) required for the execution, delivery and performance by it of this Stadium Lease; 21.3.4 to the best of its knowledge, the execution, delivery and performance of this Stadium Lease by ▇▇▇▇▇▇ does not conflict with, nor will it result in a breach or violation of (with or without due notice and/or lapse of time, or both), any of the terms, conditions or provisions of (i) any Applicable Law, (ii) any order of any Governmental Authority or
Representations and Warranties of StadCo. StadCo represents and warrants to the IDA Developer and Metro, as of the Effective Date (unless otherwise expressly provided herein), as follows:
Representations and Warranties of StadCo. StadCo hereby represents and warrants to the GWCCA and Invest Atlanta those representations and warranties set forth in Section 12.2 of the MOU, which are incorporated by reference herein.

Related to Representations and Warranties of StadCo

  • REPRESENTATIONS AND WARRANTIES OF SPAC SPAC hereby represents and warrants to each Company Shareholder and the Company during the Exclusivity Period as follows:

  • 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: