Representations and Warranties of Broker Sample Clauses

Representations and Warranties of Broker. Broker hereby represents, warrants and covenants to Plaza, as of the time any loan application is submitted to Plaza, and as of the time any such Loan is funded and closed through the life of such Loan, that:

Representations and Warranties of Broker. 7 7.1 Organization........................................................................................7 7.2

Representations and Warranties of Broker. Broker makes the following representations, warranties and covenants to Lender with regard to each Loan and Application submitted to Lender for underwriting, purchase and funding that the following are true, complete and correct in all respects as of the date of such submission, as if such warranties, representations and covenants are again made by the Broker on those dates and shall continue to be valid and accurate throughout the entire lending process. The Broker further warrants, represents and covenant that at all times both before and after Closing of each Loan and with respect to this Agreement and each Loan that:

Representations and Warranties of Broker. Broker represents and warrants as follows: (a) Broker is a corporation or other entity duly organized, validly existing and in good standing under the laws of the state of its organization or incorporation and has full power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. All proceedings on the part of Broker necessary to authorize this Agreement and the transactions contemplated hereby have been duly and validly taken. This Agreement has been duly and validly authorized, executed and delivered by Broker, constitutes the legal, valid and binding agreement and obligation of Broker, enforceable against it in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting creditors’ rights generally, including, without limitation laws regarding fraudulent or preferential transfers, or by the principles governing the availability of equitable remedies. (b) Neither the execution and delivery of this Agreement by Broker nor the consummation of the transactions contemplated hereby will (i) conflict with or result in any breach of any provision of the governing instruments of Broker, each as amended to date; (ii) require any consent, approval, authorization or permit from, or filing with or notification to, any United States or foreign governmental or regulatory authority or other third party, including the Securities and Exchange Commission, and the National Association of Securities Dealers by Broker; (iii) result in a breach of the terms, conditions or provisions of, constitute a default (or an event which, upon notice or lapse of time or both, would constitute a default) under or cause, permit or give rise to any right of termination, cancellation or acceleration under any of the terms, conditions or provisions of any material agreement or other material instrument or obligation to which Broker is a party or by which Broker is bound; or (iv) conflict with or result in a violation of any provision of (A) any statute, rule, regulation or ordinance which conflict or violation might have a material adverse impact on Broker, including the Rules of the National Association of Securities Dealers and the Rules and Regulations of the Commission or (B) any material order, writ, injunction, judgment, award, decree, permit or license applicable to Broker or any of Broker’s properties or assets. (c) Broker is familiar with the terms of the Wa...

Representations and Warranties of Broker. 1. Broker represents and warrants that: a. It has adopted and follows procedures reasonably designed to ensure Broker’s compliance with the laws and regulations of the State of California, including all broker fee disclosure and broker fiduciary duty disclosure laws, as applicable, and Broker in fact complies with such laws and regulations. b. Broker, at its own cost and expense, is insured under an Errors and Omissions insurance policy with limits equal to or greater than $1,000,000 each occurrence and $1,000,000 general aggregate. c. Broker and its employees have the required insurance license and applicable bonds required by the State. d. It is Broker’s practice to acknowledge and disclose, in writing, on any application submitted to an insurer for which Broker is not an appointed agent, that Broker is acting in the capacity as Broker for the applicant. 2. Broker shall promptly inform Company in writing if, as a result of changed circumstances or otherwise, Broker can no longer truthfully make all of the representations in section IV(1). 3. Broker shall not submit any application to Company unless, as of the date of such application, Broker can truthfully make all of the representations in section IV(1). 4. Each time Broker submits an application to Company, Broker shall be deemed to have represented that all of the facts set forth in the representations in section IV(1) are true as of the date of such application.

Representations and Warranties of Broker. Broker represents and warrants that it is a member in good standing of the National Association of Securities Dealers, Inc. (the “NASD”) and a registered broker-dealer under the Securities Exchange Act of 1934, as amended and under state securities laws of the applicable states in which the Shares will be solicited for sale. Broker covenants and agrees to solicit offers to sell the Shares from the Sellers in such a manner so as not to render unavailable the exemptions from registration and qualification requirements under federal and applicable state securities laws relied upon in connection with such solicitation.

Representations and Warranties of Broker. Broker represents and warrants that as of the date of this Trading Plan it has implemented reasonable policies and procedures, taking into consideration the nature of Broker’s business, to ensure that individuals making investment decisions will not violate the laws prohibiting trading on the basis of material nonpublic information. These policies and procedures include those that restrict any purchase or sale, or cause any purchase or sale, of any security as to which Broker has material nonpublic information, as well as those that prevent such individuals from becoming aware of or in possession of such material nonpublic information.

Representations and Warranties of Broker. BROKER represents and warrants to H&N that it: a. Has been issued Motor Property Broker Authority in Permit No. MC- by the Federal Motor Carrier Safety Administration or its predecessor agency, and such authority is now, and will continue during the term of this Agreement to be, valid and subsisting. b. Has been issued appropriate operating authorities, licenses, certificates or permits for operations in the states and provinces where the operations contemplated by this Agreement shall be performed. c. Has and will maintain, while this Agreement remains in effect, the public liability and cargo insurance described in paragraphs (8) and (9) of this Agreement. d. Makes the representations herein for the purpose of inducing H&N to enter into this Agreement. e. Has authorized the person(s) executing this Agreement to do so on BROKER’S behalf. Transportation Agreement (Broker / Broker) Page 2 f. Is in compliance with all applicable federal, state, provincial and local laws relating to its service and the performance of this Agreement and will remain in compliance with all such laws during the entire term of this Agreement.

Representations and Warranties of Broker. Broker represents and warrants to Licensee as follows: