Counterparty Representations Clause Samples
The Counterparty Representations clause requires each party to affirm certain facts or conditions about themselves or their ability to enter into the agreement. Typically, this includes assurances that each party is duly organized, has the authority to execute the contract, and is not subject to any legal restrictions that would prevent performance. By establishing these baseline assurances, the clause helps ensure that both parties are legally capable and authorized to fulfill their contractual obligations, thereby reducing the risk of disputes arising from misrepresentation or incapacity.
POPULAR SAMPLE Copied 1 times
Counterparty Representations. As of the date hereof and each Trade Date, Counterparty represents and warrants that it: (i) has such knowledge and experience in financial and business affairs as to be capable of evaluating the merits and risks of entering into each Transaction; (ii) has consulted with its own legal, financial, accounting and tax advisors in connection with each Transaction; and (iii) is entering into each Transaction for a bona fide business purpose to hedge or repurchase Shares. As of the date hereof and each Trade Date, Counterparty represents and warrants that it is not and has not been the subject of any civil proceeding of a judicial or administrative body of competent jurisdiction that could reasonably be expected to impair materially Counterparty’s ability to perform its obligations hereunder. As of the date hereof and each Trade Date, Counterparty is not insolvent.
Counterparty Representations. In addition to the representations and warranties in the Agreement and those contained elsewhere herein, Counterparty represents, warrants, acknowledges and covenants that:
Counterparty Representations. Counterparty (i) has such knowledge and experience in financial and business affairs as to be capable of evaluating the merits and risks of entering into this Transaction; (ii) has consulted with its own legal, financial, accounting and tax advisors in connection with this Transaction; and (iii) is entering into this Transaction for a bona fide business purpose to hedge risks related to the Reference Notes. Counterparty is not and has not been the subject of any civil proceeding of a judicial or administrative body of competent jurisdiction that could reasonably be expected to impair materially Counterparty’s ability to perform its obligations hereunder. Counterparty will by the next succeeding Business Day notify ML upon obtaining knowledge of the occurrence of any event that would constitute an Event of Default, a Potential Event of Default or a Potential Adjustment Event. As of the date hereof, Counterparty is not insolvent.
Counterparty Representations. Counterparty (i) has such knowledge and experience in financial and business affairs as to be capable of evaluating the merits and risks of entering into this Transaction; and (ii) has consulted with its own legal, financial, accounting and tax advisors in connection with this Transaction.
Counterparty Representations. Counterparty (i) has such knowledge and experience in financial and business affairs as to be capable of evaluating the merits and risks of entering into this Transaction; (ii) has consulted with its own legal, financial, accounting and tax advisors in connection with this Transaction; and (iii) is entering into this Transaction for a bona fide business purpose. Counterparty is not and has not been the subject of any civil proceeding of a judicial or administrative body of competent jurisdiction that could reasonably be expected to impair materially Counterparty’s ability to perform its obligations hereunder. Counterparty will by the next succeeding Business Day notify ML upon obtaining knowledge of the occurrence of any event that would constitute an Event of Default, a Potential Event of Default or a Potential Adjustment Event. As of the date hereof, Counterparty is not insolvent.
Counterparty Representations. 4.1 Making and repetition of representations
(a) The Counterparty makes the representations contained in this Section 4 to MULTIBANK FX INTERNATIONAL CORPORATION.
(b) The representations contained in this Section 4 are deemed repeated by the Counterparty on each date that a Transaction is entered into.
(c) When a representation is repeated, it is applied to the circumstances existing at the time of repetition.
4.2 No reliance or advice
(a) This Digital Asset Trading Agreement and each Transaction are suitable for the Counterparty, based upon its own judgement.
(b) The Counterparty has made its own independent decision to enter into this Digital Asset Trading Agreement and each Transaction.
(c) The Counterparty has obtained independent advice regarding this Digital Asset Trading Agreement and each Transaction, as it has considered necessary.
(d) MULTIBANK FX INTERNATIONAL CORPORATION is not an adviser to the Counterparty, and has not advised the Counterparty in connection with this Digital Asset Trading Agreement or each Transaction.
(e) The Counterparty is not relying on any communication of any kind from MULTIBANK FX INTERNATIONAL CORPORATION or made by MULTIBANK FX INTERNATIONAL CORPORATION as advice, recommendation or guarantee of result in connection with this Digital Asset Trading Agreement and each Transaction.
Counterparty Representations. Counterparty:
(i) is an “institutional account” as defined in FINRA Rule 4512(c);
(ii) will notify Dealer if any of the statements contained in Section 8(h) or clause (i) of this Section 9(dd) ceases to be true.
Counterparty Representations. Counterparty represents, warrants, acknowledges that: