Pledgor’s Warranties. Pledgor hereby represents and warrants to Bank as follows:
Pledgor’s Warranties. Pledgor hereby represents and warrants to the Secured Party as follows:
Pledgor’s Warranties. Pledgor hereby represents and warrants to the Secured Party as follows:
(a) Pledgor owns the Collateral free and clear of any setoff, claim, restriction, Lien, security interest or encumbrance and has granted to the Secured Party a first priority perfected Lien therein, subject only to Permitted Liens.
(b) The Collateral Shares held in the Collateral Account are (i) registered in the name of The Depository Trust Company’s nominee, (ii) maintained in the form of book entries on the books of The Depository Trust Company, and (iii) allowed to be settled through The Depository Trust Company’s regular book-entry settlement services. Pledgor’s “holding period” under Rule 144 for the Collateral Shares began, and Pledgor paid the full purchase price of the Collateral Shares, at least one year prior to the date such Collateral Shares are pledged.
(c) No effective financing statement, control agreement, register of mortgages, charges and other encumbrances or similar document covering the Collateral or any part thereof is in effect in any public office (except in favor of the Secured Party).
(d) The security interest in the Collateral granted by it pursuant to this Agreement is a valid and binding perfected security interest in the Collateral subject to no other Liens or security interests, other than Permitted Liens.
(e) Except for those filings, consents and approvals required to perfect the security interest in the Collateral or to enforce such security interest that are listed on Schedule 3(e), no filings or consent or approval from any Person is required for the pledge of the Collateral or the exercise of the Secured Party’s rights and remedies hereunder.
Pledgor’s Warranties. Pledgor hereby represents and warrants to EXCO as follows:
Pledgor’s Warranties. Pledgor hereby represents and warrants to Lender as follows:
Pledgor’s Warranties. Pledgor represents and warrants to Secured Party as follows:
a) Pledgor owns 100% of the shares of the Pledged Entity, all of which have been duly and validly issued, are fully paid and non-assessable. Pledgor owns all the Collateral free and clear from any set-off, claim, restriction, lien, security interest or encumbrance, except the security interest hereunder. Pledgor has full power and authority to grant to Secured Party the security interest in such Collateral pursuant hereto. The execution, delivery and performance by Pledgor of this Agreement have been duly and validly authorized by all necessary company action and constitutes a legal, valid, and binding obligation of Pledgor and creates a security interest which is enforceable against Pledgor in all now owned and hereafter acquired Collateral, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity.
b) Neither the execution and delivery by Pledgor of this Agreement, the creation and perfection of the security interest in the Collateral granted hereunder, nor compliance with the terms and provisions hereof will violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Pledgor or any contracts or agreements to which Pledgor is a party or is subject, or by which Pledgor, or its property, is bound, or conflict with or constitute a default thereunder, or result in the creation or imposition of any lien pursuant to the terms of any such contract or agreement (other than any lien of Secured Party). There is no litigation, investigation or governmental proceeding threatened against Pledgor or any of its properties which if adversely determined would result in a material adverse effect on the Collateral or Pledgor.
c) No order, consent, approval, license, authorization or validation of, or filing, recording or registration with, or exemption or waiver by, any governmental authority or any other third party (except as have been obtained or made and are in full force and effect), is required to authorize, or is required in connection with, (i) the execution, delivery and performance by Pledgor of this Agreement or the Notes or (ii) the legality, validity, binding effect or enforceability of this Agreement or the Notes.
d) Pledgor has no outstanding Indebtedness, and all amounts secured by the Convertible Note Financing Statement (defined below) have been paid...
Pledgor’s Warranties. Pledgor hereby represents and warrants to Secured Party that (a) Pledgor owns the Collateral free and clear from any setoff, claim, restriction, lien, security interest or encumbrance, except liens for taxes not yet due and payable, Liens of the Custodian, and the security interest of Secured Party; (b) it is not a “company” as defined in, or for the purposes of, the United Kingdom Companies Xxx 0000; and (c) it is not an “overseas company which is registered” as defined in, or for the purposes of, the United Kingdom Overseas Companies (Execution of Documents and Registration of Charges) Regulations 2009.
Pledgor’s Warranties. The Pledgor hereby represents and warrants to and covenants with the Secured Party as follows and acknowledges that the Secured Party is, in part, relying upon such representations, warranties and covenants in accepting the security interest granted upon the terms of this Agreement:
Pledgor’s Warranties. Pledgor wan-ants and represents with respect to said shares that:
A. Pledgor is the absolute owner of the respective shares;
B. Said shares are not subject to any prior assignment, claim, lien or security interest, and Pledgor will not make any further assignment thereof or create any further security interest therein, nor permit Pledgor's right therein to be breached by attachment, levy, garnishment or other judicial process; and
C. Any and all information, financial or otherwise, now or hereafter supplied to Pledgee by Pledgor, is true and correct.
Pledgor’s Warranties. The Pledgor hereby represents and warrants to the Collateral Agent as follows:
