Merchant’s Warranties. Upon signing the Merchant Application, and each time Merchant submits a Transaction, Merchant represents and warrants that:
4.1 Merchant has abided by this Merchant Agreement, and all applicable laws and Operating Rules;
4.2 Each statement made on the Merchant Application was true as of the date Merchant signed the Merchant Application agreeing to be bound by this Merchant Agreement;
4.3 There have been no materially adverse changes in information provided in the Merchant Application or in Merchant’s financial condition, or management;
4.4 Merchant does not do business under a trade name or style not previously disclosed in writing, and there has been no change in the nature of Merchant’s business or the product lines that Merchant sells not previously disclosed;
4.5 The Transaction is genuine and arises from a bona fide sale of merchandise or services by Merchant, represents a valid obligation for the amount shown on the Transaction Receipt and does not involve the use of the Card for any other purpose;
4.6 Merchant has title to the Transaction and Transaction Receipt, there are no liens or other encumbrances on it, and Merchant has the authority to convey the Transaction for processing;
4.7 The Transaction is not subject to any dispute, set-off or counterclaim;
4.8 The Transaction has not been previously presented for processing unless allowed by the Operating Rules or the Operating Guide;
4.9 Each statement on the Transaction Receipt is true, and Merchant has no knowledge of facts that would impair the validity or collectability of the amount of the Transaction;
4.10 The person who executes the Merchant Application on behalf of Merchant has the full power and authority to execute the Merchant Application and to enter into this Merchant Agreement;
4.11 This Merchant Agreement is the legal, valid, and binding obligation of the Merchant enforceable against the Merchant in accordance with its terms;
4.12 Merchant shall submit Transactions only in accordance with the information contained in the Merchant Application and this Merchant Agreement;
Merchant’s Warranties. Merchant represents and covenants that: (a) all information contained in the Merchant Application or any other documents delivered to Servicer in connection therewith is true and complete and properly reflects Merchant's business, financial condition and principal partners, owners or officers;
Merchant’s Warranties. Merchant represents, warrants and covenants that: (a) all information contained in the Merchant Application or any other documents delivered to Processor in connection therewith is true and complete and properly reflects Merchant’s business, financial condition and principal partners, owners and officers; (b) Merchant has power to execute, deliver and perform the Merchant Agreement, and the Merchant Agreement is duly authorized, and will not violate any provisions of Applicable Law, or conflict with any other agreement to which Merchant is subject; (c) Merchant holds all licenses, if any, required to conduct its business and is qualified to do business in every jurisdiction where it is required to do so; (d) there is no action, suit or proceeding at law or in equity now pending or, to Merchant’s knowledge, threatened by or against or affecting Merchant which would substantially impair its right or ability to carry on its business as now conducted or adversely affect its financial condition or operations or the entering into of the Merchant Agreement; during the term of the Merchant Agreement, (e) each Sales Draft presented to Processor for collection will be genuine and will not be the result of any fraudulent or prohibited Transaction or will not be presented on behalf of any business other than Merchant as authorized by the Merchant Agreement; (f) each Sales Draft will be the result of a bona fide Card Transaction for the purchase of goods or services from Merchant by the Cardholder in the total amount stated on the Sales Draft;
Merchant’s Warranties. Merchant represents and covenants that: (a) all information contained in the Merchant Application or any other documents delivered to Servicer in connection therewith is true and complete and properly reflects Merchant's business, financial condition and principal partners, owners or officers; (b) Merchant has power to execute, deliver and perform this Agreement, and this Agreement is duly authorized, and will not violate any provisions of law, or conflict with any other agreement to which Merchant is subject; (c) Merchant holds all licenses, if any, required to conduct its business and is qualified to do business in every jurisdiction where it is required to do so;
Merchant’s Warranties. Merchant hereby warrants and represents:
a. Merchant is a corporation, duly and validly existing and in good standing under the laws of the State of Ohio. Merchant is and during the Sale will be authorized and duly qualified as a corporation to do business and is in good standing in the jurisdiction in which the Stores are located.
(i) This Agreement and all other documents executed by Merchant in accordance with this Agreement are the valid and binding obligations of Merchant enforceable in accordance with their terms; (ii) Merchant has taken all necessary corporate action required to authorize the execution, performance and delivery of this Agreement and the related documents; (iii) no court order or decree of any federal, state or local government authority, or other action known to Merchant, is in effect which will or may prevent or impair consummation of the transactions contemplated by this Agreement; and (iv) the consent of any person or entity, including any landlord, is not required with respect to the transaction contemplated herein.
c. Except for the lien of National City Commercial Finance, Merchant owns and will own at the Start Date and during the Sale good and marketable title to all of the Merchandise (together with the proceeds and accounts receivable arising therefrom), free and clear of all liens, mortgages, pledges, charges, encumbrances, equities or claims whatsoever. Agent shall be entitled to retain all proceeds, subject to section 5, free and clear of all liens, mortgages, pledges, charges, encumbrances, equities or claims whatsoever.
d. Except for the balancing of inventory between the Stores, Merchant shall not ship goods into or out of the Stores without Agent's consent, which consent will not be unreasonably withheld, nor raise any prices of the Merchandise in contemplation of the Sale. The mix of Merchandise in the Stores shall be comparable to that found in the Merchant's ongoing stores.
e. No actions or proceedings have been instituted against Merchant or have been threatened, preventing or which may prevent the consummation of the transactions contemplated by this Agreement. Merchant is reasonably current on all accounts payable, due and owing to parties whose cooperation is necessary for operation of the Sale, including but not limited to landlords, newspapers and utilities.
f. No notice of terminable default under the leases, licenses or subleases relating to the Stores have been noticed thereunder, and such leases do not ...
Merchant’s Warranties. Merchant represents and covenants that: (a) all information contained in the Addendum or any other documents delivered to MAS in connection therewith is true, accurate, and complete and properly reflects Merchant’s business, past and present financial condition and principal partners, owners or officers;
Merchant’s Warranties. Merchant represents and covenantsthat:(a)allinformationcontainedintheApplicationorany otherdocumentsdeliveredto Bankinconnectiontherewithistrue, accurate, and complete and properly reflects Merchant’s business, past and present financial condition and principal partners, owners or officers; (b) Merchant has power to execute, deliver and perform this Agreement, and this Agreement is duly authorized, and will not violate any provisions of law, or conflict with any other agreement to which Merchant is subject; (c) Merchant holds all licenses, if any, required to conduct its business and is qualified to do business in every jurisdiction where it is required to do so; (d) there is no action, suit or proceeding at law or in equity now pending or to Merchant’s knowledge, threatened by or against or affecting Merchant which would substantially impair its right to carry on its business as now conducted or adversely affect its financial condition or operations; (e) each Sales Draft presented to Bank for collection is genuine and is not the result of any fraudulent or prohibited Transaction or is not being deposited on behalf of any business other than Merchant as authorized by this Agreement;
Merchant’s Warranties. 24.1.1 The Merchant represents and warrants to Capitec that:
24.1.1.1 the information the Merchant provides to Capitec in connection with the use of the Acquiring Services are complete, true and correct;
24.1.1.2 it will comply with this Agreement and all Applicable Laws relating to the sale of products and services to Customers;
24.1.1.3 it is not engaged in any activity prohibited by clause 7.6;
24.1.1.4 it has the right, power, and ability to enter into and perform under this Agreement;
Merchant’s Warranties. Upon signing the Application, and each time Merchant submits a Charge, Merchant represents and warrants that:
Merchant’s Warranties. Merchant warrants, with respect to each Sales Slip or Credit Slip, as the case may be, that:
(A) Merchant has good title to the Sales Slip and the Sales Slip represents a bona fide transaction in the ordinary course of business in which Merchant has given value, and, to Merchant's knowledge, no defense, set-off or counterclaim exists as to such transaction.
(B) The Sales Slip or Credit Sip involves no advance of cash and no other transaction than described therein.
(C) The Sales Slip or Credit Slip has not been materially altered subsequent to its signature by Customer and, if any blanks in such Sales Slip or Credit Slip were completed or filled in by Merchant, they were filled in accordance with authority granted by Customer.
(D) To Merchant's knowledge, the Customer has no claim or defense against Merchant which said Customer may be entitled by law to assert against BNB USA.
(E) Merchant has no knowledge or notice that would impair enforceability or collection thereof as against the named Customer. (page 121) (F) Merchant will comply with and has complied with all procedures specified by BNB USA and requirements of this Agreement with respect to such Sales Slip or Credit Slip and the transaction it evidences.
(G) In the transaction represented by the Sales Slip or Credit Slip, Merchant will comply with and has complied with all applicable laws and regulations.
