Of Exchange. General Exchange represents and warrants that: (a) Exchange is a corporation duly and validly incorporated and subsisting under the laws of AlbertaCanada; … …
Of Exchange. General Exchange represents and warrants that: (a) Exchange is a corporation duly and validly incorporated and subsisting under the laws of Alberta; (b) Exchange has all requisite power, authority and capacity to enable it to execute and deliver this Agreement and to perform its Obligations and to carry out the transactions contemplated under this Agreement; (c) the execution and delivery of, and the performance of the Obligations of Exchange under, this Agreement have been duly and validly authorized by all action of Exchange necessary or desirable to ensure their validity and enforceability; (d) this Agreement has been duly executed and delivered and constitutes a legal, valid and binding obligation of Exchange; (e) Exchange is a registrant under the Excise Tax Act and its GST registration number is R136904232; (f) Exchange's sole business is conducted pursuant to Contracting Party Agreements with Contracting Parties and the matters contemplated therein; (g) Exchange's indebtedness for borrowed money consists solely of its indebtedness to Exchange's Principal Banker, all of which is incurred in conjunction with the Exchange Letter of Credit (as defined in Section 5.11) or to facilitate the payment of Invoices by Exchange; (h) Exchange is, to the extent required by U.S. law, an (i) "eligible swap participant", (ii) "eligible contract participant" and (iii) "eligible commercial entity"registered as a Foreign Board of Trade and with respect to the NGX Clearing System, registered as a Derivatives Clearing Organization at the time when Exchange enters into a transaction hereunder; (i) where agreed upon between Exchange and its regulators, Exchange will file reports for and in the place of its Contracting Parties with respect to Transactions cleared through the NGX Clearing System in compliance with applicable laws or regulations; and (j) all Regulatory Approvals, to the date of this representation and warranty, in connection with or for the due execution, delivery by Exchange of this Agreement and the performance of its terms by Exchange have been made, obtained and complied with, or are the subject of exemptions or waivers that are in full force and effect, on or prior to the date that the Contracting Party obtains access to the NGX Trading System and NGX Clearing System for the purpose of entering into Transactions. (August 13, 2012)(April 29, 2013 or such later date as may be designated by Exchange on notice to the Contracting Parties)
Of Exchange. Exchange Bank is an Ohio-chartered bank, is a member of the Federal Reserve System and is regulated by the Ohio Division of Financial Institutions (the "ODFI") and the Board of Governors of the Federal Reserve System (the "FRB"). The savings accounts and deposits of Exchange Bank are insured by the Federal Deposit Insurance Corporation (the "FDIC"). Exchange Bank is duly organized, validly existing and in good standing under the laws of the State of Ohio and has full power and authority, corporate or otherwise, to own its property and to carry on its business as presently conducted. Exchange Bank is not qualified to do business in any other jurisdiction or required to be qualified to do business in any other jurisdiction, except where the failure to be so qualified individually or in the aggregate would not reasonably be expected to have a material adverse effect on Exchange Bank. Exchange Bank has made available to Rurban true and complete copies of the articles of incorporation, constitution and other governing instruments of Exchange Bank, in each case as amended to the date of this Agreement.
Of Exchange. General Exchange represents and warrants that: … (g) Exchange’s indebtedness for borrowed money consists solely of its indebtedness to Exchange’s Principal Banker and to the Exchange Letter of Credit Issuing Bank, to facilitate the payment of Invoices by Exchange and to the Exchange Letter of Credit Issuing Bank to facilitate the management of a Default, Liquidation and/or Close-out Procedure, such indebtedness is incurred in conjunction with the Exchange Letter of Credit (as defined in Section 5.11); …
