Additional Transferor’s Certifications Clause Samples
The "Additional Transferor’s Certifications" clause requires the party transferring an asset or interest (the transferor) to provide further assurances or statements regarding their authority, compliance, or the status of the asset being transferred. In practice, this may involve the transferor certifying that they have the legal right to transfer the asset, that there are no undisclosed encumbrances, or that all necessary consents have been obtained. This clause serves to protect the transferee by ensuring that the transferor stands behind the validity and legality of the transfer, thereby reducing the risk of future disputes or claims related to the asset.
Additional Transferor’s Certifications. The Additional Transferor, on each Acquisition Date, certifies that: (A) as of such Acquisition Date, (1) the Additional Transferor is Solvent and will not become insolvent as a result of the transfer and absolute assignment of the related Receivables on the Acquisition Date, (2) the Additional Transferor does not intend to incur or believe that it would incur debts that would be beyond the Additional Transferor’s ability to pay as the debts matured and (3) the transfer and absolute assignment of the related Receivables is not made by the Additional Transferor with actual intent to hinder, delay or defraud any Person; and (B) the Additional Transferor’s representations and warranties in Section 3.1 (solely with respect to the Additional Transferor) and Section 3.2 (solely with respect to the Receivables transferred on such Acquisition Date) will be true and correct as of such Acquisition Date.
Additional Transferor’s Certifications. The Additional Transferor, on each Acquisition Date, certifies that:
(A) as of such Acquisition Date, (1) the Additional Transferor is Solvent and will not become insolvent as a result of the transfer and absolute assignment of the related Receivables on the Acquisition Date, (2) the Additional Transferor does not intend to incur or believe that it would
(B) the Additional Transferor’s representations and warranties in Section 3.1 (solely with respect to the Additional Transferor) and Section 3.2 (solely with respect to the Receivables transferred on such Acquisition Date) will be true and correct as of such Acquisition Date.