Bank's Representations. The Bank hereby represents and warrants to the Lender, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that:
(a) This Agreement is legally and validly entered into by the Bank, does not and will not, violate any statute, regulation, rule, order or, judgment binding on the Bank, or any provision of the Bank's charter or by-laws, or any agreement binding on the Bank or affecting its property, and is enforceable against the Bank in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors rights generally;
(b) The person executing this Agreement on behalf of the Bank and all persons acting on the Bank's behalf pursuant to this Agreement has and have been duly and properly authorized to do so;
(c) The Bank has taken all necessary action to authorize such execution and delivery of this Agreement and the performance of its obligations hereunder; and
(d) The execution, delivery and performance by the Bank of this Agreement will at all times comply with all applicable laws and regulations.
Bank's Representations. 5.9.1. The Bank declares that the Software meets the requirements for which it has been installed in the Electronic Medium subject to the Customer’s proper use of the Software, in accordance with the Bank’s instructions and specifications.
5.9.2. The Bank will restore at its own cost any fault in the Software relating to its use, on condition that the Customer has used the Software in line with the Bank’s instructions and in accordance with the Software specifications.
Bank's Representations. Each Bank represents and warrants to Agent and the other Banks that: (a) it is engaged in the business of entering into commercial lending transactions (including transactions of the nature contemplated herein) and can bear the economic risk related to the same; and (b) it does not consider the obligations hereunder to constitute the "purchase" or "sale" of a "security" within the meaning of any federal or state securities statute or law, or any rule or regulation under any of the foregoing.
Bank's Representations. The Bank hereby represents and warrants to the Lender, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that:
(a) This Agreement and each Securities Borrowing Agreement is legally and validly entered into by the Bank, and this Agreement, each Securities Borrowing Agreement and the role of the Bank hereunder and thereunder do not and will not, violate any statute, regulation, rule, order or, judgment binding on the Bank, or any Securities Lending Agrmt 5 July 2012 provision of the Bank’s charter or by-laws, or any agreement binding on the Bank or affecting its property, and is enforceable against the Bank in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors rights generally; and
(b) The person executing this Agreement on behalf of the Bank and all persons acting on the Bank’s behalf pursuant to this Agreement have been duly and properly authorized to do so.
Bank's Representations. Each Bank represents and warrants to the other Banks that (i) it has been furnished all information it has requested for the purpose of evaluating its proposed participation under this Agreement; and (ii) it has decided to enter into this Agreement on the basis of its independent review and credit analysis of Borrower, this Agreement and the documentation in connection therewith and has not relied for such analysis on any information or analysis provided by any other Bank.
Bank's Representations. The Bank hereby represents and warrants to Executive that (a) it is not aware of any fact, circumstance or event that would give rise to any breach of any term or provision of this Agreement, or that would form the basis for any claim or allegation that Executive’s employment hereunder could be terminated for Cause or Good Reason hereunder, and (b) it has received all authorizations and have taken all actions necessary or appropriate for the due execution, delivery and performance of this Agreement.
Bank's Representations. Bank hereby represents and warrants to Employee that (i) the execution, delivery and performance of this Agreement by the Bank does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which the Bank is a party or by which the Bank is bound, and (ii) upon the execution and delivery of this Agreement by Employee, this Agreement shall be the valid and binding obligation of the Bank, enforceable in accordance with its terms.
Bank's Representations. Except as contemplated by Section 18.1, each Bank represents to the Administrative Agent and the Company that, in acquiring its Credit Documents hereunder, it is acquiring same for its own account for the purpose of investment and not with a view to selling the same in connection with any distribution thereof (as such term is used in the Securities Act of 1933, as amended), provided that the disposition of each Bank's own property shall at all times be and remain within its control.
Bank's Representations. The Bank hereby represents and warrants to ---------------------- the Lender, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that:
(a) This Agreement is legally and validly entered into by the Bank, does not and will not, violate any statute, regulation, rule, order or, judgment binding on the Bank, or any provision of the Bank's charter or by-laws, or any agreement binding on the Bank or affecting its property, and is enforceable against the Bank in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors rights generally;
(b) The person executing this Agreement on behalf of the Bank and all persons acting on the Bank's behalf pursuant to this Agreement has and have been duly and properly authorized to do so;
(c) The Bank has taken all necessary action to authorize such execution and delivery of this Agreement and the performance of its obligations hereunder; and
(d) The execution, delivery and performance by the Bank of this Agreement will at all times comply with all applicable laws and regulations.
Bank's Representations. 53 10.6. Investigation....................................................................53 10.7. Powers of Agent; Rights and Duties of Documentation Agent........................53 10.8. General Duties of Agent, Immunity and Indemnity..................................53 10.9. No Responsibility for Representations or Validity, etc...........................53
