SECTION REPRESENTATIONS AND WARRANTIES Sample Clauses
SECTION REPRESENTATIONS AND WARRANTIES. The Company represents and warrants to the Bank that (a) each warranty set forth in Section 9 of the Credit Agreement is true and correct as of the date of the execution and delivery of this Amendment by the Company, with the same effect as if made on such date (except to the extent such 3 representations and warranties expressly refer to an earlier date, in which case they were true and correct as of such earlier date), (b) the execution and delivery by the Company of this Amendment and the performance by the Company of its obligations under the Credit Agreement, as amended hereby (as so amended, the "Amended Credit Agreement"), (i) are within the corporate powers of the Company, (ii) have been duly authorized by all necessary corporate action on the part of the Company, (iii) have received all necessary governmental approval and (iv) do not and will not contravene or conflict with any provision of law or of the charter, by-laws or other organizational documents of the Company or any Subsidiary or of any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding on the Company or any Subsidiary and (c) the Amended Credit Agreement is the legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency or other similar laws of general application affecting the enforcement of creditors' rights or by general principles of equity limiting the availability of equitable remedies.
SECTION REPRESENTATIONS AND WARRANTIES. Dollar hereby represents and warrant ------------------------------ that, after giving effect to this Amendment (i) each representation and warranty of each Lessee contained in the Operative Documents is true and correct in all Material respects on and as of the date hereof as though made on and as of the date hereof, except to the extent such representations or warranties relate solely to an earlier date, in which case such representations and warranties were true and correct in all Material respects on and as of such earlier date, (ii) no Event of Default, Potential Event of Default or Construction Force Majeure Event has occurred and is continuing, (iii) each Operative Document to which any Lessee is a party is in full force and effect with respect to it and (iv) no event that could reasonably be expected to have a Material Adverse Effect has occurred since January 29, 1999.
SECTION REPRESENTATIONS AND WARRANTIES. Borrower represents and warrants to Administrative Agent and Lenders that:
SECTION REPRESENTATIONS AND WARRANTIES. The Offerors jointly ------------------------------- and severally represent and warrant to each Underwriter as of the date hereof and as of the applicable delivery date, if any (each such date being hereinafter referred to as a "Delivery Date"), as follows:
SECTION REPRESENTATIONS AND WARRANTIES. Each Grantor hereby represents and warrants as follows:
(a) All of the Equipment and Inventory are located at the places specified on Schedule III, except for (i) Inventory and Equipment in transit and (ii) other Equipment and Inventory that, in the ordinary course of business, is held or stored at other locations. The chief place of business and chief executive office of such Grantor and the office where such Grantor keeps its records concerning the Receivables, and all originals of all chattel paper that evidence Receivables, are located at the address specified for such Grantor on Schedule IV. None of the Receivables are evidenced by a promissory note or other instrument. Such Grantor's federal tax identification number is as set forth on Schedule IV.
(b) Such Grantor is the legal and beneficial owner of the Collateral free and clear of any Lien, except for the Lien created hereunder and Permitted Liens. No effective financing statement or other instrument similar in effect covering all or any part the Collateral is on file in any recording office, except such as may have been filed in favor of the Agent relating to this Agreement or any other Loan Document and except for Permitted Liens. As of the date of this Agreement, such Grantor currently conducts business only under its own name and, in certain areas and for certain operations, the trade names listed on Schedule V. Neither such Grantor nor any corporate predecessor has, during the preceding five (5) years, been known as or used any other corporate or fictitious name, except such names as are disclosed on Schedule V.
(c) Such Grantor has exclusive possession and control of the Equipment and Inventory of such Grantor except for (i) Equipment leased by such Grantor as a lessee, Equipment in the possession and control of such Grantor's lessees and licensees under written lease and license agreements entered into in the ordinary course of business and consistent with past practice, and (ii) Equipment and Inventory in transit with common or other carriers.
(d) The Pledged Debt of such Grantor, if any, is in all respects what it purports to be and represents genuine debt owing to such Grantor arising from bona fide transactions completed in accordance with the terms and provisions contained in the document delivered to the Agent with respect thereto.
(e) Assuming continuous possession by the Agent, the pledge of each of the Pledged Debt and Pledged Securities pursuant to this Agreement creates a valid a...
SECTION REPRESENTATIONS AND WARRANTIES. The Company represents and warrants to the Collateral Agent as follows:
SECTION REPRESENTATIONS AND WARRANTIES. The Borrower represents and warrants as follows: IV.
SECTION REPRESENTATIONS AND WARRANTIES. To induce the Agents, the Administrative Agent and the Banks to enter into this Agreement and to make the Loans, the Company and each Subsidiary Borrower (in so far as the representations and warranties by such Subsidiary Borrower relate to it) hereby represents and warrants to each Agent, the Administrative Agent and each Bank that:
SECTION REPRESENTATIONS AND WARRANTIES. The Company represents and warrants to the Administrative Agent and the Banks that (a) the representations and warranties made in Section 9 (excluding Section 9.8) of the Credit Agreement are true and correct on and as of the First Amendment Effective Date with the same effect as if made on and as of the First Amendment Effective Date (except to the extent such representations and warranties expressly refer to an earlier date, in which case they were true and correct as of such earlier date); (b)
SECTION REPRESENTATIONS AND WARRANTIES. To induce the Post-Petition Agent and the Lenders to enter into this Agreement and to induce the Lenders to make Loans and to issue or participate in Letters of Credit hereunder, the Debtors jointly and severally represent and warrant to the Post-Petition Agent and the Lenders that: