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

Representations and Warranties of the Auction Agent. The Auction Agent hereby represents and warrants to the Issuer that: 5.1 The Auction Agent (i) has been duly incorporated and is validly existing and in good standing as a banking corporation under the laws of the State of New York, and (ii) has all necessary authority to enter into and perform its obligations under this Auction Agent Agreement. This Auction Agent Agreement has been duly and validly authorized, executed and delivered by the Auction Agent and, assuming it is a legal, valid and binding agreement among the other parties thereto, constitutes the legal, valid, binding and enforceable obligation of the Auction Agent.