WARRANTS AND COVENANTS Clause Samples

WARRANTS AND COVENANTS. That except for the security interest granted hereby Debtor is, or to the extent that this agreement states that the Collateral is to be acquired after the date hereof, will be, the owner of the Collateral free from any adverse lien, security interest or encumbrance; and that Debtor will defend the Collateral against all claims and demands of all persons at any time claiming the same or any interest therein.
WARRANTS AND COVENANTS. Debtor hereby warrants and covenants that Debtor shall pay to Secured Party the sum or sums evidenced by the Transaction Documents. The Pledged Collateral will not be removed from the Premises other than in the ordinary course of business. Debtor will immediately notify Secured Party in writing of any change in the Premises. Debtor will not sell, dispose, or otherwise transfer any of the Pledged Collateral or any interest therein without the prior written consent of Secured Party, and Debtor shall keep the Pledged Collateral free from unpaid charges, taxes, and liens. Debtor shall maintain insurance at all times with respect to all Pledged Collateral against risks of fire, theft, and other such risks and in such amounts as Secured Party may require. Debtor shall make all repairs, replacements, additions, and improvements necessary to maintain the Pledged Collateral in good working order and condition.
WARRANTS AND COVENANTS. Without limiting the scope of this Agreement, if Bluegrass and Americoal, in their sole discretion, determine that the Collateral has decreased or threatens to decrease materially in market value, then Borrower will, within 24 hours of delivery of notice of such determination to Borrower's address as shown above, grant to Bluegrass a security interest in such additional collateral as may be reasonably required by Bluegrass and will execute additional financing statements and security agreements evidencing such additional security interests.
WARRANTS AND COVENANTS. That except for the security interest granted hereby Debtor is, or to the extent that this agreement states that the Collateral is to be acquired after the date hereof, will be, the owner of the Collateral free from any adverse lien, security interest or encumbrances; and that Debtor will defend the Collateral against all claims and demands of all persons at any time claiming the same or any interest therein, except for a prior security interest benefitting U.S. Bank National Association securing a $480,000.00 loan made on August 3, 1998 which loan is not in default and will not become in default as a result of the loan made by Secured Party to Debtor. Debtor shall make all payments as they come due on the above loan from U.S. Bank National Association and upon all other debts owed by Debtor.
WARRANTS AND COVENANTS. WMRE represents, warrants and covenants throughout the Term that: 4.2.1 the Facility Expansion will be designed, engineered, constructed and installed in such a manner as to have a reasonably expected useful life of no less than twenty (20) years; 4.2.2 the Facility Expansion will be designed, engineered, constructed, installed and operated in compliance with all permits and Applicable Law and in accordance with Prudent Electrical Practices; and 4.2.3 that it will develop and operate the Facility Expansion as a renewable resource that complies with the definition set forth in Section 19.280.020 of
WARRANTS AND COVENANTS. That except for the security interest to be granted hereby as of the Effective Date, except for an identical security interest to be granted to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ as of the Effective Date identified in the security Agreement of even date between Debtor, debtor therein, and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, secured party therein, and except for security interests which may be granted from time to time by Debtor to secure financing obtained by it in the ordinary course of its business, Debtor is, or to the extent that this Agreement states that the collateral is to be acquired after the date hereof, will be, the owner of the Collateral free from any adverse lien, security interest or encumbrance; and that the Debtor will defend the Collateral against all claims and demands of all persons at any time claiming the same or any interest therein.
WARRANTS AND COVENANTS. WMRE represents, warrants and covenants throughout the Term that: 4.2.1 the Facility Expansion will be designed, engineered, constructed and installed in such a manner as to have a reasonably expected useful life of no less than twenty (20) years; 4.2.2 the Facility Expansion will be designed, engineered, constructed, installed and operated in compliance with all permits and Applicable Law and in accordance with Prudent Electrical Practices; and 4.2.3 that it will develop and operate the Facility Expansion as a renewable resource that complies with the definition set forth in Section 19.280.020 of the Revised Code of Washington in effect as of the date of signing of the Agreement.
WARRANTS AND COVENANTS. Party A 1. Party A covenants that all Chongqing Jiuzhou’s certificates and licenses, including but not limited to business license, articles of association, tax registration, are valid and effective. 2. Party A covenants that all Chongqing Jiuzhou’s financial records documents are true and valid. 3. Party A covenants that all Chongqing Jiuzhou’s legal documents and contracts are valid and effective. 4. Party A covenants that Chongqing Jiuzhou is the legal owner of its capital, including but not limited to factory building and equipment. 5. Party A covenants that Chongqing Jiuzhou is not currently involved in any employment or labor disputes. Party B 1. covenants it pay the transfer price on schedule. 2. covenants it take over the entity (Chongqing Jiuzhou) on schedule. 3. covenants it operate business under the laws of China.

Related to WARRANTS AND COVENANTS

  • Further Representations, Warrants and Covenants Buyer hereby represents, warrants, covenants and agrees as follows: (a) Buyer is at least eighteen (18) years of age with an address as set forth in this Subscription Agreement. (b) Except as set forth in the Prospectus and the exhibits thereto, no representations or warranties, oral or otherwise, have been made to Buyer by the Company or any other person, whether or not associated with the Company or this offering. In entering into this transaction, Buyer is not relying upon any information, other than that contained in the Prospectus and the exhibits thereto and the results of any independent investigation conducted by Buyer at Buyer’s sole discretion and judgment. (c) Buyer understands that his or her investment in the Shares is speculative and involves a high degree of risk, and is not recommended for any person who cannot afford a total loss of the investment. Buyer is able to bear the economic risks of an investment in the Offering and at the present time can afford a complete loss of such investment. (d) Buyer is under no legal disability nor is Buyer subject to any order, which would prevent or interfere with Buyer’s execution, delivery and performance of this Subscription Agreement or his or her purchase of the Shares. The Shares are being purchased solely for Buyer’s own account and not for the account of others and for investment purposes only, and are not being purchased with a view to or for the transfer, assignment, resale or distribution thereof, in whole or part. Buyer has no present plans to enter into any contract, undertaking, agreement or arrangement with respect to the transfer, assignment, resale or distribution of any of the Shares. (e) Buyer has (i) adequate means of providing for his or her current financial needs and possible personal contingencies, and no present need for liquidity of the investment in the Shares, and (ii) a liquid net worth (that is, ne worth exclusive of a primary residence, the furniture and furnishings thereof, and automobiles) which is sufficient to enable Buyer to hold the Shares indefinitely. (f) If the Buyer is acting without a Purchaser Representative, Buyer has such knowledge and experience in financial and business matters that Buyer is fully capable of evaluating the risks and merits of an investment in the Offering. (g) Buyer has been furnished with the Prospectus. Buyer understands that Buyer shall be required to bear all personal expenses incurred in connection with his or her purchase of the Shares, including without limitation, any fees which may be payable to any accountants, attorneys or any other persons consulted by Buyer in connection with his or her investment in the Offering.

  • Agreements and Covenants The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Closing Date.

  • Representations and Covenants of the Holder This Warrant has been entered into by the Company in reliance upon the following representations and covenants of the Holder, which by its execution hereof the Holder hereby confirms:

  • REPRESENTATIONS AND COVENANTS OF THE WARRANTHOLDER This Agreement has been entered into by the Company in reliance upon the following representations and covenants of the Warrantholder:

  • Representations and Covenants In accordance with IRS Notice 2001-82 and IRS Notice 88-129, Developer represents and covenants that (i) ownership of the electricity generated at the Large Generating Facility will pass to another party prior to the transmission of the electricity on the New York State Transmission System, (ii) for income tax purposes, the amount of any payments and the cost of any property transferred to the Connecting Transmission Owner for the Connecting Transmission Owner’s Attachment Facilities will be capitalized by Developer as an intangible asset and recovered using the straight-line method over a useful life of twenty (20) years, and