REPRESENTATIONS AND WARRANTIES OF WESTAMERICA AND WAB Sample Clauses

The "Representations and Warranties of Westamerica and WAB" clause sets out the specific statements of fact and assurances that Westamerica and WAB make to the other party in the agreement. These representations typically cover matters such as the legal authority of each party to enter into the contract, the accuracy of their financial statements, and the absence of undisclosed liabilities or pending litigation. By clearly outlining these assurances, the clause provides a basis for trust between the parties and allows for remedies if any statements are later found to be false, thereby allocating risk and ensuring transparency in the transaction.
REPRESENTATIONS AND WARRANTIES OF WESTAMERICA AND WAB. Westamerica and WAB represent and warrant to Redwood Empire and NBR that: (a) CORPORATE STATUS AND POWER TO ENTER INTO AGREEMENT. Westamerica is a corporation duly incorporated, validly existing and in good standing under California law and is a registered bank holding company under the BHCA. WAB is a California banking 42 corporation duly incorporated, validly existing and in good standing under the laws of the State of California and holds a currently valid license issued by the DFI to engage in the commercial banking business in California at the offices in which such business is conducted. Subject to the approval of this Agreement and the transactions contemplated hereby by the FRB, Westamerica and WAB have all necessary corporate power to enter into this Agreement and to carry out all of the terms and provisions hereof and thereof to be carried out by them. Neither Westamerica nor any of its subsidiaries is subject to any order of the FRB, the FDIC, the DFI or any other regulatory authority having jurisdiction over its or their business or any of its or their assets or properties. Neither the scope of the business of Westamerica or WAB nor the location of its properties requires it to be licensed to do business in any jurisdiction other than the State of California. Westamerica is the sole shareholder of WAB. WAB is a member of the Federal Reserve System. WAB's deposits are insured by the FDIC in the manner and to the full extent provided by law.
REPRESENTATIONS AND WARRANTIES OF WESTAMERICA AND WAB. Westamerica and WAB represent and warrant to Redwood Empire and NBR that:
REPRESENTATIONS AND WARRANTIES OF WESTAMERICA AND WAB. 44 (a) Corporate Status and Power to Enter Into Agreement.............................. 44 (b) Corporate Status and Power of Westamerica and WAB............................... 45 (c) Articles, Bylaws, Books and Records............................................. 45 (d) Compliance With Laws, Regulations and Decrees................................... 45 (e) Execution and Delivery of the Agreement......................................... 46 (f) Securities Law Filings.......................................................... 46 (g) Financial Statements, Regulatory Reports........................................ 46

Related to REPRESENTATIONS AND WARRANTIES OF WESTAMERICA AND WAB

  • Representations and Warranties of MSDW TRUST MSDW TRUST represents and warrants to the Fund that: 3.1 It is a federally chartered savings bank whose principal office is in New Jersey. 3.2 It is and will remain registered with the U.S. Securities and Exchange Commission ("SEC") as a Transfer Agent pursuant to the requirements of Section 17A of the 1934 Act. 3.3 It is empowered under applicable laws and by its charter and By-Laws to enter into and perform this Agreement. 3.4 All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. 3.5 It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.

  • REPRESENTATIONS AND WARRANTIES OF COMPANY The Company hereby represents and warrants to each Purchaser as follows:

  • Representations and Warranties of Vendor Vendor represents and warrants that the following shall be true and correct as of the effective date of this Agreement and shall continue to be true and correct during the Term of this Agreement:

  • REPRESENTATIONS AND WARRANTIES OF SPAC SPAC hereby represents and warrants to each Company Shareholder and the Company during the Exclusivity Period as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby represents and warrants to the Stockholders as follows: