Common use of Representations and Warranties of the Auction Agent Clause in Contracts

Representations and Warranties of the Auction Agent. The Auction Agent represents and warrants to the Fund that: (i) the Auction Agent is duly organized and is validly existing as a banking corporation in good standing under the laws of Delaware and has the corporate power to enter into and perform its obligations under this Agreement; (ii) this Agreement has been duly and validly authorized, executed and delivered by the Auction Agent and constitutes the legal, valid and binding obligation of the Auction Agent, enforceable against the Auction Agent in accordance with its terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors' rights and to general equitable principles; and (iii) the Auction Agent has such licenses, consents, approvals and registrations as are necessary or appropriate to perform the services and duties set forth in this Agreement, and will maintain them in effect for the duration of this Agreement.