Representations Contract Clauses (1,808)

Representations. Tenant represents and warrants that, as of the date hereof and the Current Premises Expiration Date: (a) Tenant is the rightful owner of all of the Tenant's interest in the Lease and has the full power and authority to enter into this Amendment without the consent of any third party; (b) Tenant has not made any disposition, assignment, sublease, or conveyance of the Lease or Tenant's interest therein; (c) Tenant has no knowledge of any fact or circumstance which would give rise to any claim, dem...and, obligation, liability, action or cause of action arising out of or in connection with Tenant's occupancy of the Current Premises and/or the Substitution; (d) no other person or entity has an interest in the Lease, collateral or otherwise; and (e) there are no outstanding contracts for the supply of labor or material and no work has been done or is being done in, to or about the Current Premises (or the Roof Space) which has not been fully paid for and for which appropriate waivers of mechanic's liens have not been obtained. View More

Representations. Each Secured Agent represents and warrants to the Junior Subordinated Agent and the other Junior Subordinated Claimholders that (a) it has the requisite power and authority to enter into, execute, deliver, and carry out the terms of this Agreement and (b) this Agreement, when executed and delivered, will constitute the valid and legally binding 15 obligation of such Secured Agent enforceable in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, inso...lvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by equitable principles. The Junior Subordinated Agent represents and warrants that (i) it has the requisite power and authority to enter into, execute, deliver, and carry out the terms of this Agreement, and (ii) this Agreement, when executed and delivered, will constitute the valid and legally binding obligation of the Junior Subordinated Agent enforceable in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by equitable principles. View More

Representations. a. Landlord's Representations. As of the Effective Date, Landlord hereby represents and warrants that: (a) to the best of Landlord's knowledge all Building systems serving the Fourth Amendment Expansion Premises, including without limitation all building fire protection, HVAC, electrical, and mechanical systems, are in good working order; and (b) to the best of Landlord's knowledge, the Fourth Amendment Expansion Premises is in conformity with all applicable building codes, permits, laws, and re...gulations, including, without limitation, the Americans with Disabilities Act. 11 b. Tenant's Representations. Tenant hereby represents and warrants, to best of Tenant's knowledge, to Landlord that as of the Effective Date: (a) all of Tenant's estate, right, title and interest in and to the Lease is free and clear of assignments, sublettings, liens and encumbrances; (b) the Lease is in full force and effect; (c) Tenant is presently in possession of the Existing Premises and is paying the Base Rent, Additional Rent and any other charges or sums due under the Lease with respect to the Existing Premises; (d) the Lease has not been modified, supplemented or amended in any way, except as may be set forth in this Amendment; (e) Tenant is not aware of any actionable defenses, claims or set-offs under the Lease against rents or charges due or to become due thereunder; and (f) that this Amendment has been duly authorized, executed and delivered by and on behalf of Tenant and constitutes the valid and binding agreement of Tenant in accordance with the terms hereof. View More

Representations. Executive represents and warrants to the Company, and Executive acknowledges that the Company has relied on such representations and warranties in employing Executive, that neither Executive's duties as an employee of the Company nor Executive's performance in accordance with the terms of this Agreement will breach any other obligations of Executive, including under any other agreement to which Executive is a party, including, without limitation, any agreement limiting the use or disclosure of a...ny information acquired by Executive prior to Executive's employment by the Company. Executive represents and warrants that Executive has not willfully or knowingly misrepresented or withheld any material fact that the Company would reasonably need to make an informed decision regarding an offer of employment to Executive. In addition, Executive represents and warrants and acknowledges that the Company has relied on such representations and warranties in employing Executive, and that Executive has not entered into, and will not enter into, any agreement, either oral or written, in conflict herewith. View More

Representations. MFA and the Executive each represent and warrant that it or he is fully authorized and empowered to enter into this Agreement and that its entering into this Agreement and the performance of its or his obligations under this Agreement will not violate any agreement between to which it or he is a party.