Representations, Warranties, Etc. The Debtor represents, warrants and covenants to the Creditor that: (a) The security interest granted hereby to the Creditor does now and shall at all times during the term of this Agreement continue to constitute a first and prior lien on the Collateral, subject only to such matters as may be specifically agreed to in writing by the Creditor. (b) The Debtor is the lawful and absolute owner of the Collateral, subject to no other lien, encumbrance, right, claim or interest of any kind or nature (other than such interests in favor of the Creditor). In addition, the Debtor has the full and unrestricted right to pledge, assign and create a security interest in the Collateral as described in and contemplated by this Agreement. (c) The Debtor has the legal capacity to enter into and perform all of its obligations and agreements under this Agreement. (d) No consent or approval for the entry into and performance by the Debtor of its obligations and agreements under this Agreement is necessary. (e) The certificates, instruments and other writings delivered by the Debtor to the Creditor pursuant to Paragraph 2(b) of this Agreement are all of the certificates, etc., representing the Pledged Stock and all rights and interests with respect thereto. (f) The execution, delivery and performance of this Agreement by the Debtor will not affect or in any way impair the Collateral or the Debtor's or the Creditor's rights or interests therein.
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Sources: Stock Pledge Agreement (Meritage Hospitality Group Inc)
Representations, Warranties, Etc. The Debtor represents, warrants and covenants to the Creditor that:
(a) The security interest granted hereby to the Creditor does now and shall at all times during the term of this Agreement continue to constitute consti- tute a first and prior lien on the Collateral, subject only to such matters as may be specifically agreed to in writing by the Creditor.
(b) The Debtor is the lawful and absolute owner of the Collateral, subject to no other lien, encumbrance, right, claim or interest of any kind or nature (other than such interests in favor of the Creditor). In addition, the Debtor has the full and unrestricted right to pledge, assign and create a security interest in the Collateral as described in and contemplated by this Agreement.
(c) The Debtor has the legal capacity to enter into and perform all of its obligations and agreements under this Agreement.
(d) No consent or approval for the entry into and performance by the Debtor of its obligations and agreements under this Agreement is necessary.
(e) The certificates, instruments and other writings delivered by the Debtor to the Creditor pursuant to Paragraph 2(b) of this Agreement are all of the certificates, etc., representing the Pledged Stock and all rights and interests with respect thereto.
(f) The execution, delivery and performance of this Agreement by the Debtor will not affect or in any way impair the Collateral or the Debtor's or the Creditor's rights or interests therein.
Appears in 1 contract
Sources: Stock Purchase and Sale Agreement (Edison Thomas Inns Inc)
Representations, Warranties, Etc. The Debtor represents, warrants and covenants to the Creditor that:
(a) The security interest granted hereby to the Creditor does now and shall at all times during the term of this Agreement continue to constitute a first and prior lien on the Collateral, subject only to such matters as may be specifically agreed to in writing by the Creditor.
(b) The Debtor is the lawful and absolute owner of the Collateral, subject to no other lien, encumbrance, right, claim or interest of any kind or nature (other than such interests in favor of the Creditor). In addition, the Debtor has the full and unrestricted right to pledge, assign and create a security interest in the Collateral as described in and contemplated by this Agreement.
(c) The Debtor has the legal capacity to enter into and perform all of its obligations and agreements under this Agreement.
(d) No consent or approval for the entry into and performance by the Debtor of its obligations and agreements under this Agreement is necessary.
(e) The certificates, instruments and other writings delivered by the Debtor to the Creditor pursuant to Paragraph 2(b2(c) of this Agreement are all of the certificates, etc., representing the Pledged Stock and all rights and interests with respect thereto.
(f) The execution, delivery and performance of this Agreement by the Debtor will not affect or in any way impair the Collateral or the Debtor's or the Creditor's rights or interests therein.
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