Common use of GENERAL REPRESENTATIONS AND WARRANTIES BY THE MEMBER Clause in Contracts

GENERAL REPRESENTATIONS AND WARRANTIES BY THE MEMBER. The Member hereby represents and warrants that, as of the date hereof and the date of each Advance hereunder: (a) The Member is not, and neither the execution of nor the performance of any of the transactions or obligations of the Member under this Agreement shall, with the passage of time, the giving of notice or otherwise, cause the Member to be: (1) in violation of its charter or articles of incorporation, bylaws, the Act or the Regulations, any other law or administrative regulation, any court decree, or any order of a regulatory authority; or (2) in default under or in breach of any material indenture, contract, or other instrument or agreement to which the Member is a party or by which it or any of its property is bound; (b) The Member has full corporate power and authority and has received all corporate and governmental authorizations and approvals (including without limitation those required under the Act and the Regulations) as may be required to enter into and perform its obligations under this Agreement, to borrow each Advance, and to obtain each commitment for an Advance; (c) The information given by the Member in any document provided, or in any oral statement made, in connection with an Application, request for an Advance, commitment for an Advance, a pledge, specification, or delivery of Collateral, is true, accurate, and complete in all material respects; (d) The Member, unless otherwise exempted, is in compliance with any Regulations pertaining to community investment or service adopted pursuant to Section 10(g) of the Act (12 U.S.C. 1430(g), as amended); (e) All long-term Advances shall be utilized solely for the purpose of providing funds for residential housing finance. “Long-term” is defined as five years or greater in term or as defined by the Federal Housing Finance Board; (f) Except for any Advances made for liquidity purposes pursuant to Section 10(h) of the Act (12 U.S.C. 1430(h), as amended), any Advance received by the Member, when not a qualified thrift lender, shall be utilized solely to provide funds for housing finance pursuant to Section 10(e) of the Act (12 U.S.C. 1430(e), as amended); and (g) The member, if a savings association, is a qualified thrift lender and will immediately notify the Bank if it becomes a non-qualified thrift lender.

Appears in 2 contracts

Samples: Advances, Collateral Pledge, and Security Agreement (Federal Home Loan Bank of Chicago), Advances, Collateral Pledge, and Security Agreement (Federal Home Loan Bank of Chicago)

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GENERAL REPRESENTATIONS AND WARRANTIES BY THE MEMBER. The Member hereby represents and warrants that, as of the date hereof and the date of each Advance hereunder: (a) The Member is not, and neither the execution of nor the performance of any of the transactions or obligations of the Member under this Agreement shall, with the passage of time, the giving of notice or otherwise, cause the Member to be: (1) in violation of its charter or articles of incorporation, bylaws, the Act or the Regulations, any other law or administrative regulation, any court decree, or any order of a regulatory authority; or (2) in default under or in breach of any material indenture, contract, or other instrument or agreement to which the Member is a party or by which it or any of its property is bound; (b) The Member has full corporate power and authority and has received all corporate and governmental authorizations and approvals (including without limitation those required under the Act and the Regulations) as may be required to enter into and perform its obligations under this Agreement, to borrow each Advance, and to obtain each commitment for an Advance; (c) The information given by the Member in any document provided, or in any oral statement made, in connection with an Application, request for an Advance, commitment for an Advance, a pledge, specification, or delivery of Collateral, is true, accurate, and complete in all material respects; (d) The Member, unless otherwise exempted, is in compliance with any Regulations pertaining to community investment or service adopted pursuant to Section 10(g) of the Act (12 U.S.C. 1430(g), as amended); (e) All long-term Advances shall be utilized solely for the purpose of providing funds for residential housing finance. “Long-term” is defined as five years or greater in term or as defined by the Federal Housing Finance Board; (f) Except for any Advances made for liquidity purposes pursuant to Section 10(h) of the Act (12 U.S.C. 1430(h), as amended), any Advance received by the Member, when not a qualified thrift lender, shall be utilized solely to provide funds for housing finance pursuant to Section 10(e) of the Act (12 U.S.C. 1430(e), as amended); and (g) The member, if a savings association, is a qualified thrift lender and will immediately notify the Bank if it becomes a non-qualified thrift lender.

Appears in 1 contract

Samples: Advances, Collateral Pledge and Security Agreement

GENERAL REPRESENTATIONS AND WARRANTIES BY THE MEMBER. The Member hereby represents and warrants that, as of the date hereof and the date of each Advance hereunder: (a) The Member is not, and neither the execution of nor the performance of any of the transactions or obligations of the Member under this Agreement shall, with the passage of time, the giving of notice or otherwise, cause the Member to be: : (1) in violation of its charter or articles of incorporation, bylaws, the Act or the Regulations, any other law or administrative regulation, any court decree, or any order of a regulatory authority; or (2) in default under or in breach breach, of any material indenture, contract, or other instrument or agreement to which the Member is a party or by which it or any of its property is bound; (b) The Member has full corporate power and authority and has received all corporate and governmental authorizations and approvals (including without limitation those required under the Act and the Regulations) as may be required to enter into and perform its obligations under this Agreement, to borrow each Advance, and to obtain each commitment for an Advance; (c) The information given by the Member in any document provided, or in any oral statement made, in connection with an Application, request for an Advance, commitment for an Advance, a pledge, specification, or delivery of Collateral, is true, accurate, and complete in all material respects; (d) The Member, unless otherwise exempted, is in compliance with any Regulations pertaining to community investment or service adopted pursuant to Section 10(g) of the Act (12 U.S.C. 1430(g), as amended); (e) All long-term Advances shall be utilized solely for the purpose of providing funds for residential housing finance. “Long-term” is defined as five years or greater in term or as defined by the Federal Housing Finance Board; (f) Except for any Advances made for liquidity purposes pursuant The Member, at the time of execution of this Agreement and thereafter at each time as requested by the Bank in the Bank’s sole discretion, shall deliver to Section 10(h) the Bank, in form and substance satisfactory to the Bank, an opinion of the Act (12 U.S.C. 1430(h), as amended), any Advance received by legal counsel of the Member, when not a qualified thrift lendersuch legal counsel to be satisfactory to the Bank and such opinion to be as to those matters which the Bank may request, shall be utilized solely to provide funds for housing finance pursuant to Section 10(ein its sole discretion, including without limitation: (i) confirming the power and authority of the Act Member to enter into this Agreement and the other related loan documents with respect to the Indebtedness and to consummate the transactions contemplated hereby and thereby; (12 U.S.C. 1430(e), as amendedii) confirming the due authorization of this Agreement and the other documents in connection with the Indebtedness to consummate the transactions contemplated thereby; (iii) confirming there is no litigation pending against the Member (or describing same); and(iv) confirming that there are no regulatory orders which have been issued by any Official Body that would prohibit the Member from entering into this Agreement and the other related loan documents in respect of the Indebtedness and consummating the transitions contemplated hereby and thereby; and (v) confirming the valid and enforceable first priority security interest of the Bank in the Collateral, and if, subject to a filed Uniform Commercial Code Financing Statement or possession by the Bank, a perfected security interest of the Bank in the Collateral; (g) The memberMember shall at all times comply with all applicable Law, if a savings associationincluding, is a qualified thrift lender without limitation, all Laws relating to: (i) the purchase or holding by the Member of those investments permitted by Law; (ii) transactions with affiliates; (iii) payment of dividends; and will immediately (iv) contributions to the Member’s surplus; (h) The Member shall notify the Bank if it becomes of any change in law generally applicable to insurance companies the result of which may have a nonmaterial adverse impact upon the Member or the Bank; and (i) The Member represents that all reinsurance contracts which are an asset of the Member (collectively the “Reinsurance Contracts”) are valid and enforceable, have been entered into with licensed insurance companies or authorized reinsurers as identified by an Official Body which has regulatory authority over the Member and contain all the terms and conditions required in order to provide the Member the reserve credit, in accordance with the state insurance Law applicable to the Member, on its statutory financial statement, as required by and prepared in accordance with state insurance Law applicable to the Member. 250390-qualified thrift lender.3 (Custom Form for Trustmark)

Appears in 1 contract

Samples: Advances, Collateral Pledge, and Security Agreement (Trustco Holdings, Inc.)

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GENERAL REPRESENTATIONS AND WARRANTIES BY THE MEMBER. The Member hereby represents and warrants that, as of the date hereof and the date of each Advance hereunder: (a) The Member is not, and neither the execution of nor the performance of any of the transactions or obligations of the Member under this Agreement shall, with the passage of time, the giving of notice or otherwise, cause the Member to be: (1) in violation of its charter or articles of incorporation, bylaws, the Act or the Regulations, any other law or administrative regulation, any court decree, or any order of a regulatory authority; or (2) in default under or in breach of any material indenture, contract, or other instrument or agreement to which the Member is a party or by which it or any of its property is bound; (b) The Member has full corporate power and authority and has received all corporate and governmental authorizations and approvals (including without limitation those required under the Act and the Regulations) as may be required to enter into and perform its obligations under this Agreement, to borrow each Advance, and to obtain each commitment for an Advance; (c) The information given by the Member in any document provided, or in any oral statement made, in connection with an Application, request for an Advance, commitment for an Advance, a pledge, specification, or delivery of Collateral, is true, accurate, and complete in all material respects; (d) The Member, unless otherwise exempted, is in compliance with any Regulations pertaining to community investment or service adopted pursuant to Section 10(g) of the Act (12 U.S.C. 1430(g), as amended); (e) All long-term Advances shall be utilized solely for the purpose of providing funds for residential housing finance. “Long-term” is defined as five years or greater in term or as defined by the Federal Housing Finance Board; (f) Except for any Advances made for liquidity purposes pursuant to Section 10(h) of the Act (12 U.S.C. 1430(h), as amended), any Advance received by the Member, when not a qualified thrift lender, shall be utilized solely to provide funds for housing finance pursuant to Section 10(e) of the Act (12 U.S.C. 1430(eU.S.C.1430(e), as amended); and (g) The member, if a savings association, is a qualified thrift lender and will immediately notify the Bank if it becomes a non-qualified thrift lender.

Appears in 1 contract

Samples: Advances, Collateral Pledge, and Security Agreement (Baylake Corp)

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