Representations and Warranties of Lender Sample Clauses
The "Representations and Warranties of Lender" clause sets out the specific statements and assurances that the lender makes to the borrower regarding its authority, capacity, and legal standing to enter into the agreement. Typically, this clause confirms that the lender is duly organized, has the power to execute the agreement, and that doing so does not violate any laws or other agreements. By including these representations and warranties, the clause provides the borrower with confidence that the lender is legally able to fulfill its obligations, thereby reducing the risk of future disputes or invalidity of the agreement.
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Representations and Warranties of Lender. As of the date hereof and as of each Settlement Date, Lender hereby represents and warrants to, and agrees with, Servicer that:
Representations and Warranties of Lender. Lender makes the following representations and warranties to the Borrower, each of which shall be true and correct in all material respects as of the date of the execution and delivery of this Agreement and as of the date of each Loan made hereunder, except to the extent such representation expressly relates to an earlier date, and which shall survive the execution and delivery of this Agreement:
Representations and Warranties of Lender. The Lender represents and warrants to Borrower as follows:
Representations and Warranties of Lender. The Lender represents and warrants that:
Representations and Warranties of Lender. Lender hereby represents and warrants to Borrower as follows:
Representations and Warranties of Lender. Lender hereby represents and warrants to Borrower as follows as of the date hereof:
Representations and Warranties of Lender. The Lender represents and warrants for the benefit of the Issuer and the Corporation, as follows:
(a) The Lender is a [ ] duly organized, validly existing and in good standing under the laws of [ ], has power to enter into this Loan Agreement and by proper corporate action has duly authorized the execution and delivery of this Loan Agreement.
(b) This Loan Agreement constitutes a valid and legally binding obligation of the Lender, enforceable against the Lender in accordance with its terms, except to the extent limited by bankruptcy, reorganization or other Laws of general application relating to or effecting the enforcement of creditors’ rights.
(c) The execution and delivery of this Loan Agreement by the Lender, the Lender’s consummation of the transactions contemplated hereby and the Lender’s fulfillment of the terms and conditions hereof do not and will not violate any Law applicable to the Lender, conflict with or result in a breach of any of the terms or conditions of the articles of incorporation or bylaws of the Lender or of any corporate restriction or of any agreement or instrument to which the Lender is now a party and do not and will not constitute a default under any of the foregoing or result in the creation or imposition of any prohibited lien upon any of the property or assets of the Lender contrary to the terms of any instrument or agreement.
(d) There is no action, suit, proceeding, claim, inquiry or investigation, at law or in equity, before or by any court, regulatory agency, public board or body pending or, to the best of the Lender’s knowledge, threatened against or affecting the Lender, challenging the Lender’s authority to enter into this Loan Agreement or any other action wherein an unfavorable ruling or finding would adversely affect the enforceability of this Loan Agreement or any other transaction of the Lender that is similar hereto, or the exclusion of the interest on the Bonds from gross income for federal tax purposes under the Code, or would materially and adversely affect any of the transactions contemplated by this Loan Agreement.
(e) The Lender has sufficient knowledge and experience in financial and business matters, including purchase and ownership of municipal and other tax-exempt obligations, to be able to evaluate the risks and merits of the investment in the Bonds, and is able to bear the economic risk of that investment. The Lender has made its own inquiry and analysis with respect to the Corporation, the Issuer, ...
Representations and Warranties of Lender. Lender hereby represents and warrants to the Company as follows:
Representations and Warranties of Lender. Lender hereby represents and warrants to Borrower, as of the date hereof, the following:
(a) Lender has full power and capacity to enter into, execute and perform this Agreement, which Agreement, once executed by Lender, shall be the valid and binding obligation of Lender, enforceable against such party by any court of competent jurisdiction in accordance with its terms;
(b) Lender is not bound by or subject to any contract, agreement, court order or judgment, administrative ruling, law, regulation or any other item which prohibits or restricts such party from entering into and performing this Agreement in accordance with its terms, or requiring the consent of any third party prior to the entry into or performance of this Agreement in accordance with its terms by Lender.
(c) with respect to the Securities being acquired by Lender:
(i) Lender is and will be acquiring the Securities for its own account, and not with a view toward the subdivision, resale, distribution, or fractionalization thereof; Lender has no contract, undertaking, or arrangement with any person to sell, transfer, or otherwise dispose of the Securities (or any portion thereof hereby subscribed for), and has no present intention to enter into any such contract, undertaking, agreement or arrangement;
(ii) this subscription for Securities by Lender is not the result of any form of general solicitation or general advertising;
(iii) Lender hereby acknowledges that: (A) the offering of the Securities was made only through direct, personal communication between Lender (or a registered FINRA member firm retained by the Borrower to assist with the placement of the Securities) and Borrower; (B) Lender has had full access to material concerning Borrower’s planned business and operations, which material was furnished or made available to Lender by officers or representatives of Borrower; (C) Borrower has given Lender the opportunity to ask any questions and obtain all additional information desired in order to verify or supplement the material so furnished; and (D) Lender understands and acknowledges that a purchaser of the Securities must be prepared to bear the economic risk of such investment for an indefinite period.
(d) Lender is an “accredited investor” as such term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act and has accurately completed the Certificate of Accredited Investor Status attached hereto as Exhibit C;
(e) Lender has been advised to consult with an attor...
Representations and Warranties of Lender. Lender makes the following representations and warranties to the Credit Parties, each of which shall be true and correct in all material respects as of the date of the execution and delivery of this Agreement and as of the date of each Loan made hereunder except to the extent such representation expressly relates to an earlier date, and which shall survive the execution and delivery of this Agreement: