The Borrower declares as follows Clause Samples

The Borrower declares as follows. (1) The Borrower is legally registered and exists, and has the full capacity for civil rights and conduct necessary to enter into and perform this Contract; (2) The signing and performance of this Contract is based on the true intention of the Borrower, which has been legally and effectively authorized in accordance with its articles of association or other internal management documents, and will not violate any agreement, contract or other legal documents binding on the Borrower;The Borrower has or will obtain all relevant approvals, permits, filings or registrations necessary to enter into and perform this Contract; (3) All documents, financial statements, vouchers and other materials provided by the Borrower to the Lender under this Contract are true, complete, accurate and valid; (4) The transaction background of the borrower’s application for subordination business with the lender is true and legal, does not involve money laundering, terrorist financing, WMD proliferation financing, tax evasion, fraud and other illegal purposes, and does not violate the provisions of the United Nations, China and other applicable sanctions; (5) The Borrower does not conceal from the Lender events that may affect its and the guarantor’s financial position and ability to perform the Agreement; (6) The borrower and the loan project meet the national environmental protection standards, and the enterprises and projects with serious energy consumption and pollution problems and ineffective rectification are not subject to the risk of energy consumption and pollution; (7) The purpose of borrowing and the source of repayment are genuine and legal; (8) Other matters declared by the Borrower:
View SourceView Similar (7)
The Borrower declares as follows. (1) The borrower has been approved and registered by the market regulatory department or competent department according to law and is legally existing, and has the full civil rights capacity and capacity for behavior required for signing and performing this contract; (2) The execution and performance of this Agreement are made in accordance with the Borrower’s genuine intent, having obtained valid and effective payment authorization as required by its articles of association or other internal governing documents, and do not violate any agreements, contracts, or other legal documents binding upon the Borrower. The Borrower has obtained or will obtain all necessary approvals, licenses, filings, or registrations required for the execution and performance of this Agreement. (3) All documents, financial statements (certificates and other materials provided by the Borrower to the Lender under this Contract are true, complete, accurate and valid; (4) The transaction background of the borrower’s application to conduct business with the lender is true and legal, does not involve illegal purposes such as money laundering, terrorist financing, financing for the proliferation of weapons of mass destruction, tax evasion, or fraud, and does not violate the sanctions regulations of the United Nations, China, or other applicable sanctions; (5) The borrower does not conceal from the lender any event that may affect the financial position and performance ability of the borrower and the guarantor; (6) The borrower and the loan project meet the national environmental protection standards, and the enterprises and projects that are not published and recognized by the relevant national departments and have prominent energy consumption and pollution problems and fail to rectify them are free from risks of energy consumption and pollution; (7) The purpose of borrowing and the source of repayment are true and legal; (8) Other matters stated by the borrower /
View Source
The Borrower declares as follows. (1) The Borrower has been approved and registered by the industrial and commercial authorities and exits lawfully, and has full civil right capacities and behavior capabilities required for signing and perform the Contract; where the Borrower is a justice person of a new project, the controlling shareholder has excellent credit status, without any significant non-conformance record; where the state has requirements on investment bodies and business qualifications for the proposed investment projects, the requirements shall be satisfied. (2) Signing and performing the Contract is the Borrower’s real intention based on the Contract, which has obtained lawful and valid authorization in accordance with the Articles of Association or other internal management documents, not in violation of any agreements, contract, and other legal documents which have a binding force on the Borrower; the Borrower has and will obtain all relevant approvals, licenses, filing, or registration for signing and performing the Contract. (3) The Borrower observes the principle of faith, and all documents, financial statements, receipts and other data provided to the Loaner under the Contract are true, complete, accurate, and valid. (4) The transaction background for business by the Borrower from the Loaner is true and lawful, without money laundering, horror financing, financing for proliferation of weapon of mass destruction, tax evasion, cheating and other unlawful purposes, and not in violation of the UN, China and other applicable sanction rules; the loan purpose and repayment sources are clarified and lawful. (5) The Borrower has outstanding credit status, without any significant non-conformance record, and the Borrower does not hide any events possibly affecting the financial situations and performance capabilities of itself and the guarantor to the Loaner. (6) The loan projects and the loan issues shall be in conformity with the industrial, land, and environmental protection laws, rules, and regulations and related policies, the lawful management and approval, and reporting procedures have been performed and shall be in conformity with the investment project capital rules. (7) The Borrower and the loan projects meet the national environmental protection standards, not the enterprises and projects with high energy consumption and highlighted pollution issues published and certified by competent national authorities, free of energy consumption and pollution risks. (8) Other issues...
View Source

Related to The Borrower declares as follows

  • Certain Representations; Reservation and Availability of Shares of Common Stock or Cash (a) The Company represents and warrants that this Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery hereof by the Warrant Agent, constitutes a valid and legally binding obligation of the Company enforceable against the Company in accordance with its terms, and the Warrants and, when issued, the Warrant Shares, in each case, are free and clear of all liens and encumbrances, are fully paid and non-assessable and have been duly authorized, executed and issued by the Company and, assuming due authentication of the Warrants by the Warrant Agent pursuant hereto, constitute valid and legally binding obligations of the Company enforceable against the Company in accordance with their terms and entitled to the benefits hereof; in each case except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights generally or by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law). (b) The Company represents and warrants that, immediately prior to the consummation of the offering described in the Registration Statement, the authorized capital stock of the Company consists of (i) 75,000,000 shares of Common Stock, of which 9,216,209 shares of Common Stock are issued and outstanding, 2,070,000 shares of Common Stock are reserved for issuance upon exercise of the Series A Warrants, 1,690,500 shares of Common Stock upon exercise of Series B Warrants and not more than 827,004 shares of Common Stock are reserved for issuance upon exercise of employee or other stock options and (ii) 5,000,000 shares of preferred stock, $.001 par value per share, of which no shares are outstanding. The Company represents and warrants that the shares of Common Stock issued to the holder under the Registration Statement, when issued, were free and clear of all liens and encumbrances, fully paid and non-assessable and were duly authorized by the Company. (c) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock or its authorized and issued shares of Common Stock held in its treasury, free from preemptive rights, the number of shares of Common Stock that will be sufficient to permit the exercise in full of all outstanding Warrants and all other convertible securities, options and other instruments of the Company. (d) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the original issuance or delivery of the Warrant Certificates or certificates evidencing Common Stock upon exercise of the Warrants. The Company shall not, however, be required to pay any tax or governmental charge which may be payable in respect of any transfer involved in the transfer or delivery of Warrant Certificates or the issuance or delivery of certificates for Common Stock in a name other than that of the registered holder of the Warrant Certificate evidencing Warrants surrendered for exercise or to issue or deliver any such certificate for such shares of Common Stock to such other person upon the exercise of any Warrants until any such tax or governmental charge shall have been paid (any such tax or governmental charge being payable by the holder of such Warrant Certificate at the time of surrender) or until it has been established to the Company’s reasonable satisfaction that no such tax or governmental charge is due. (e) The Company acknowledges that the bank accounts maintained by Computershare in connection with the services provided under this Agreement will be in its name and that Computershare may receive investment earnings in connection with the investment at Computershare risk and for its benefit of the funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price payments. (f) For purposes of determining whether a holder is an “Acquiring Person” under the Rights Agreement, the Company acknowledges, and the Company represents and warrants that it has taken all necessary action, if any, to ensure, that, as a result of the provisions of Section 6(e), holders shall not be deemed the “Beneficial Owner” (as defined in the Rights Agreement) of such holder’s Warrants (and shares of Common Stock issuable upon exercise thereof) to the extent that such Warrants (and shares of Common Stock issuable upon exercise thereof) would exceed the 20% Limitation. The Company represents and warrants that the Board of Directors of the Company has taken all necessary action in order to ensure that, notwithstanding any holder becoming an “interested person” under Delaware General Corporation Law Section 203 or other similar anti-takeover provision under the Company’s certificate of incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the holders as a result of the execution and delivery of this Agreement, such holder shall not be prohibited from exercising such holder’s Warrants (or otherwise having the right to acquire capital stock of the Company as a result of holding Warrants or Warrant Shares), except to the extent that exercising such Warrants or otherwise acquiring capital stock of the Company as a result of holding Warrants or Warrant Shares would cause such holder to exceed the 20% Limitation.