Representations and Warranties SECTION Sample Clauses
The Representations and Warranties section sets out the factual statements and assurances each party makes to the other at the time of entering into the agreement. These statements typically cover matters such as authority to enter the contract, ownership of assets, compliance with laws, and absence of undisclosed liabilities. By clearly outlining these assurances, this clause helps allocate risk between the parties and provides a basis for remedies if any statements are later found to be untrue.
Representations and Warranties SECTION. 3.1. The Borrower and the Collateral Manager hereby represent and warrant to the Administrative Agent and the Lender that, as of the date first written above, (i) no Default or Event of Default has occurred and is continuing and (ii) the representations and warranties of the Borrower and the Collateral Manager contained in the LSA are true and correct in all material respects on and as of such day (other than any representation and warranty that is made as of a specific date).
Representations and Warranties SECTION. 5.1 Each Founder represents and warrants that he or she is not a party to any other agreement that would restrict such Founder’s ability to perform its obligations as set forth in this Founder Collaboration Agreement. Each Founder represents and warrants that no third party can claim any rights to any intellectual property or other proprietary right possessed by that Founder as it relates to the Business Concept and Technology. 6. LAW This Agreement shall be governed by and construed in all respects in accordance with the applicable laws. IN WITNESS WHEREOF, the Founders have signed this Agreement. ____________________________ __________ ……….{Founder 1 name} ……….{Date} ____________________________ __________ ……….{Founder 1 name} ……….{Date}
Representations and Warranties SECTION. 6.01 Corporate Existence and Power 75 Section 6.02 Corporate Authorization; No Contravention 76 Section 6.03 Governmental Authorization 76 Section 6.04 Binding Effect 77 Section 6.05 Litigation 77 Section 6.06 No Defaults 78 Section 6.07 ERISA Compliance 78 Section 6.08 Use of Proceeds; Margin Regulations 79 Section 6.09 Title to Properties; Liens 79 Section 6.10 Taxes 79 Section 6.11 Financial Condition 80 Section 6.12 Environmental Matters 81 Section 6.13 Regulated Entities 81 Section 6.14 No Burdensome Restrictions; No Restrictions on Subsidiary Dividends 81 Section 6.15 Copyrights, Patents, Trademarks and Licenses, Etc. 82 Section 6.16 Subsidiaries 82 Section 6.17 Insurance 82 Section 6.18 Solvency 83 Section 6.19 Swap Obligations 83 Section 6.20 Year 2000 83 Section 6.21 Merger Representations 83 Section 6.22 Full Disclosure 84 ARTICLE VII AFFIRMATIVE COVENANTS Section 7.01 Financial Statements 85 Section 7.02 Certificates; Other Information 86 Section 7.03 Notices 86 Section 7.04 Preservation of Corporate Existence, Etc. 88 Section 7.05 Maintenance of Property 89 Section 7.06 Insurance 89 Section 7.07 Payment of Obligations 89 Section 7.08 Compliance with Laws 90 Section 7.09 Compliance with ERISA 90 Section 7.10 Inspection of Property and Books and Records 90 Section 7.11 Environmental Law 91 Section 7.12 Use of Proceeds 91 Section 7.13 Merger 91 Section 7.14 Further Assurances 91 ARTICLE VIII NEGATIVE COVENANTS Section 8.01 Negative Pledges; Liens 92 Section 8.02 Disposition of Assets 95 Section 8.03 Consolidations and Mergers 97 Section 8.04 Loans and Investments 98 Section 8.05 Limitation on Indebtedness 99 Section 8.06 Transaction with Affiliates 100 Section 8.07 Use of Proceeds 101 Section 8.08 Contingent Obligations 101 Section 8.09 ERISA 102
Representations and Warranties SECTION. 4.1. Seller's Representations and Warranties.........
Representations and Warranties SECTION. Pages 1 and 2
Representations and Warranties SECTION. 3.1 In order to induce the Administrative Agent to enter into this Amendment and the Lenders to provide their consent hereto, each Loan Party hereby represents and warrants to the Lenders party hereto and the Administrative Agent that on and as of the Amendment No. 1 Effective Date, both before and after giving effect to this Amendment, (a) Each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents is true and correct in all material respects on and as of such date as if made on and as of such date (except to the extent made as of a specific date, in which case such representation and warranty is true and correct in all material respects on and as of such specific date).
Representations and Warranties SECTION. 5.01 Corporate Existence and Power 37 Section 5.02 Corporate Authorization; No Contravention 38 Section 5.03 Governmental Authorization 38 Section 5.04 Binding Effect 38 Section 5.05 Litigation 39 Section 5.06 No Defaults 39 Section 5.07 ERISA Compliance 39 Section 5.08 Use of Proceeds; Margin Regulations 40 Section 5.09 Title to Properties; Liens 40 Section 5.10 Taxes 41 Section 5.11 Financial Condition 41 Section 5.12 Environmental Matters 42 Section 5.13 Regulated Entities 42 Section 5.14 No Burdensome Restrictions; No Restrictions on Subsidiary Dividends 42 Section 5.15 Copyrights, Patents, Trademarks and Licenses, Etc. 43
Representations and Warranties SECTION. To induce the -------------------------------------- Administrative Agent and each Lender to make the extensions of credit requested to be made by it on the Amendment/Restatement Effective Date and on each borrowing date thereafter, each of the Company and the Borrower hereby represents and warrants, on the Amendment/Restatement Effective Date, and on every borrowing date thereafter, to the Administrative Agent and each Lender that:
Representations and Warranties SECTION