Common use of Representations by the Corporation Clause in Contracts

Representations by the Corporation. The Corporation represents and warrants as follows: (a) The Corporation is a nonprofit corporation duly incorporated under the laws of the State and has corporate power to enter into this Base Lease, the Facilities Agreement and the Trust Agreement. By proper corporate action the officers of the Corporation have been duly authorized to execute and deliver this Base Lease, the Facilities Agreement and the Trust Agreement. (b) The execution and delivery of this Base Lease, the Facilities Agreement and the Trust Agreement and the consummation of the transactions herein and therein contemplated will not conflict with or constitute a breach of or default under the Corporation’s articles of incorporation or bylaws or any bond, debenture, note or other evidence of indebtedness of the Corporation, or any contract, agreement, or instrument to which the Corporation is a party or by which it is bound. (c) To provide funds to finance all or a portion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, the Corporation will enter into the Trust Agreement pursuant to which it will issue one or more series of Obligations payable from and secured by the Acquisition Payments under the Facilities Agreement. (d) The Corporation has made certain representations and covenants in Section 2.6 of the Trust Agreement that are for the benefit of the Holders and also to protect the interests of the County in the property subject to this Base Lease. The Corporation hereby affirms that such covenants are intended to benefit the County and may be enforced by it upon the failure of the Trustee to do so.