Representations and Warranties of World Clause Samples

Representations and Warranties of World. Omni with Respect to each Receivable and the Pool of Receivables.
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Representations and Warranties of World. Except as set forth on the Schedule D - Exceptions to Representations and Warranties attached hereto, World hereby represents and warrants to ICT as follows as of Effective Date (unless otherwise set forth below): 12.1 All corporate action on the part of World, its directors and stockholders necessary for the authorization, execution, delivery and performance by World of this Agreement and the consummation of the transactions contemplated herein has been or will be taken prior to the Effective Date. 12.2 This Agreement will be a valid and binding obligation of World, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization and moratorium laws and other laws of general application affecting enforcement of creditors' rights generally and to general equitable principles. The execution, delivery and performance by World of this Agreement and its compliance herewith will not result in any violation of and will not conflict with, or result in a breach of any of the terms of, or constitute a default under, the Charter or By-Laws of World. The execution, delivery and performance by World of this Agreement and compliance herewith will not result in any violation of and will not conflict with, or result in a breach of any of the terms of, or constitute a default under, any mortgage, indenture, agreement, instrument, judgment, decree, order, rule or regulation or other restriction to which World is a party or by which it is bound or any provision of state or Federal law to which World is subject, or result in the creation of any mortgage, pledge, lien, encumbrance or charge of any kind whatsoever upon any of the properties or assets of World pursuant to any such term or result in the suspension, revocation, impairment, forfeiture or non-renewal of any permit, license, authorization or approval applicable and material to World's operations or any of its assets or properties. 12.3 There is neither pending nor, to World's knowledge, threatened any action, suit, proceeding, claim or investigation, or any basis therefor or threat thereof, whether or not purportedly on behalf of World, to which World is or may be named as a party or its property is or may be subject or to World's knowledge, after due inquiry, to which any founder, officer, key employee or principal stockholder of World is subject.
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Representations and Warranties of World. Omni with ------------------------------------------------- Respect to the Receivables. World Omni which sold the related Receivable hereby -------------------------- represents and warrants to the other parties hereto and to the Noteholders, with respect to such Receivable as of the Cutoff Date:
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Representations and Warranties of World. Omni with Respect to the Receivables . On the Closing Date and each Subsequent Transfer Date, if any, World Omni, which sold the Receivables specified in the related SSA Assignment on such date, hereby makes the representations and warranties set forth in Appendix B hereto and hereby represents and warrants to the other parties hereto and to the Noteholders, with respect to such Receivables as of the applicable Cutoff Date:
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Representations and Warranties of World. The World represents and warrants to Vanguard as follows:
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Related to Representations and Warranties of World

  • 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 ▇▇▇▇ ▇▇▇▇ hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date:

  • Representations and Warranties of Developer Developer represents and warrants to the City as follows:

  • Representations and Warranties of ▇▇▇▇▇ ▇▇▇▇▇ hereby represents and warrants to Amylin as of the Effective Date that:

  • Representations and Warranties of ▇▇▇▇▇▇ In connection with the Awarded Common Shares, ▇▇▇▇▇▇ makes the following representations and warranties to the Company: (i) ▇▇▇▇▇▇ has sufficient experience in business, financial and investment matters to be able to evaluate the risks involved in the acquisition of the Awarded Common Shares and to make an informed investment decision with respect thereto. ▇▇▇▇▇▇ can afford the complete loss of the value of the Awarded Common Shares and is able to bear the economic risk of holding the Awarded Common Shares for an indefinite period. (ii) ▇▇▇▇▇▇ is acquiring these securities for investment for ▇▇▇▇▇▇’▇ own account only and not with a view to, or for resale in connection with, any “distribution” thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”) or under any applicable provision of state law. ▇▇▇▇▇▇ does not have any present intention to transfer the Awarded Common Shares to any third party. (iii) ▇▇▇▇▇▇ understands that the Awarded Common Shares have not been registered under the Securities Act by reason of a specific exemption therefrom, which exemption depends upon, among other things, the bona fide nature of ▇▇▇▇▇▇’▇ investment intent as expressed herein. (iv) ▇▇▇▇▇▇ further acknowledges and understands that the Awarded Common Shares must be held indefinitely unless they are subsequently registered under the Securities Act or an exemption from such registration is available. ▇▇▇▇▇▇ further acknowledges and understands that the Company is under no obligation to register the Awarded Common Shares. ▇▇▇▇▇▇ understands that the certificate(s) evidencing the Awarded Common Shares will be imprinted with a legend which prohibits the transfer thereof unless they are registered or such registration is not required in the opinion of counsel for the Company. (v) ▇▇▇▇▇▇ is familiar with the provisions of Rules 144 promulgated under the Securities Act, which, in substance, permits limited public resale of “restricted securities” acquired, directly or indirectly, from the issuer of the securities (or from an affiliate of such issuer), in a non-public offering subject to the satisfaction of certain conditions. ▇▇▇▇▇▇ understands that the Company provides no assurances as to whether ▇▇▇▇▇▇ will be able to resell any or all of such Awarded Common Shares, pursuant to Rule 144, which rules requires, among other things, that the Company be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that resales of securities take place only after the holder has held the Awarded Common Shares for certain specified time periods, and under certain circumstances, that resales of securities be limited in volume and take place only pursuant to brokered transactions.