REPRESENTATION AND WARRANTIES OF THE BANK Sample Clauses

REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents and warrants to the Trust that: A. It is a Massachusetts trust company, duly organized and existing in good standing under the laws of the Commonwealth of Massachusetts; B. It is duly qualified to carry on its business in the Commonwealth of Massachusetts; C. All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement; and D. It has and will continue to have and maintain the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents and warrants to the Investment Adviser and the Fund that: a. It is a Massachusetts trust company, duly organized and existing in good standing under the laws of the Commonwealth of Massachusetts; b. It is duly qualified to carry on its business in the Commonwealth of Massachusetts; c. It is empowered under applicable laws and by its Charter and By-Laws to enter into and perform the services contemplated in this Agreement; d. All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement; and e. It has and will continue to have and maintain the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents, ----------------------------------------- warrants and agrees that: 13.1 The Bank has all requisite authority, in conformity with applicable laws and regulations, to enter into this Agreement, to recommend the services of Moneta and to provide the services required of it under this Agreement; 13.2 All records of Moneta that by law or regulation must be maintained on the premises of the Bank and/or its affiliates shall be maintained by the Bank in accordance with the instructions of Moneta; and 13.3 The Bank shall conduct its activities in connection with the Moneta Bank Marketing Program in accordance with the Compliance Manual and all applicable laws, regulations, and rules.
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents and warrants to the Fund that: a. It is a Massachusetts trust company, duly organized, existing and in good standing under the laws of The Commonwealth of Massachusetts; b. It has the corporate power and authority to carry on its business in The Commonwealth of Massachusetts; c. All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement; d. No legal or administrative proceedings have been instituted or threatened which would impair the Bank's ability to perform its duties and obligations under this Agreement; and e. Its entrance into this Agreement shall not cause a material breach or be in material conflict with any other agreement or obligation of the Bank or any law or regulation applicable to it.
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REPRESENTATION AND WARRANTIES OF THE BANK. The bank represents and warrants to the Fund that: 3.1 It is a National Banking Association duly organized and existing and in good standing under the laws of the United States of America. 3.2 It is duly qualified to carry on its business in the State of Minnesota. 3.3 It is empowered under applicable laws and by its charter and by-laws to enter into and perform this Agreement. 3.4 All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. 3.5 It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents ----------------------------------------- and warrants as follows:
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents and warrants as follows: (a) The Bank is a state bank duly organized, validly existing, and in good standing under the laws of the state of Georgia and has the power to own its properties and to carry on its business as and where now conducted. (b) The Bank has complete and unrestricted power to enter into and consummate the transaction contemplated under this Plan. (c) The aggregate number of shares that the Bank has issued and outstanding is 950,000 with $5.00 par value per share. (d) To the knowledge of the officers of the Bank, the Bank has filed with the Internal Revenue Service all tax returns by law, all taxes due to the Internal Revenue Service or properly accruable have been paid or adequately taken into account in determining the consolidated net worth of the Bank, and neither the execution and delivery of nor compliance with the terms and provisions of this Plan on the part of the Bank conflicts with the terms and provisions of this Plan on the part of the Bank conflicts with or results in a breach of any of the terms of any judgment or ruling of any court or governmental authority or breaches any contract entered into by the Bank. (e) The execution of this Plan has been duly authorized and approved by the Board of Directors of the Bank. (f) No representation or warranty by the Bank in this Plan, nor any written statement, certificate or document furnished or to be furnished by or on behalf of the Bank pursuant to this Plan knowingly contains or shall knowingly contain any untrue statement of a material fact or knowingly omits or shall omit a material fact necessary to make any statement contained herein not misleading.
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REPRESENTATION AND WARRANTIES OF THE BANK. The Bank represents and warrants to the Fund that: 3.01 It is a trust company duly organized and existing and in good standing under the laws of the Commonwealth of Massachusetts. 3.02 It is duly qualified to carry on its business in the ommonwealth of Massachusetts. 3.03 It is empowered under applicable laws and by its Charter and By-Laws to enter into and perform this Agreement. 3.04 All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. 3.05 It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.
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Related to REPRESENTATION AND WARRANTIES OF THE BANK

  • Representations and Warranties of the Bank The Bank represents and warrants to the Fund that: 3.01 It is a trust company duly organized and existing and in good standing under the laws of the Commonwealth of Massachusetts. 3.02 It is duly qualified to carry on its business in the Commonwealth of Massachusetts. 3.03 It is empowered under applicable laws and by its Charter and By-Laws to enter into and perform this Agreement. 3.04 All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. 3.05 It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.

  • Representation and Warranties of the Company The Company hereby makes the following representations and warranties to the Purchaser:

  • REPRESENTATIONS AND WARRANTIES OF THE BUYER The Buyer represents and warrants to the Seller as follows:

  • Representations and Warranties of the Sponsor The Sponsor makes the following representations and warranties on which the Owner Trustee relies in accepting the Owner Trust Estate in trust and issuing the Notes and the Residual Certificates and upon which the Insurer relies in issuing the Policy. (a) The Sponsor is duly organized and validly existing as a Delaware limited liability company with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted and is proposed to be conducted pursuant to this Agreement and the Basic Documents; (b) It is duly qualified to do business as a foreign company in good standing, and has obtained all necessary licenses and approvals, in all jurisdictions in which the ownership or lease of its property, the conduct of its business and the performance of its obligations under this Agreement and the Basic Documents requires such qualification; (c) The Sponsor has the power and authority to execute and deliver this Agreement and to carry out its terms; this Agreement, when executed and delivered by the Sponsor, will constitute the legal, valid and binding obligations of the Sponsor, enforceable in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and general equitable principles; the Sponsor has full power and authority to sell and assign the property to be sold and assigned to and deposited with the Trust and the Sponsor has duly authorized such sale and assignment and deposit to the Trust by all necessary action; and the execution, delivery and performance of this Agreement has been duly authorized by the Sponsor by all necessary action; (d) No consent, license, approval or authorization or registration or declaration with, any Person or with any governmental authority, bureau or agency is required in connection with the execution, delivery or performance of this Agreement and the Basic Documents, except for such as have been obtained, effected or made; (e) The consummation of the transactions contemplated by this Agreement and the fulfillment of the terms hereof do not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under, the certificate of formation or operating agreement of the Sponsor, or any material indenture, agreement or other instrument to which the Sponsor is a party or by which it is bound; nor result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement or other instrument (other than pursuant to the Basic Documents); nor violate any law or, to the best of the Sponsor’s knowledge, any order, rule or regulation applicable to the Sponsor of any court or of any Federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Sponsor or its properties; and (f) There are no proceedings or investigations pending or, to its knowledge threatened against it before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Sponsor or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the Residual Certificates or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect its performance of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents, or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes or the Residual Certificates.

  • Representations and Warranties of the Seller The Seller hereby represents and warrants to the Purchaser as follows:

  • Representations and Warranties of the Company The Company represents and warrants to the Buyer that:

  • REPRESENTATIONS AND WARRANTIES OF THE BUYERS The Buyers, jointly and severally, hereby represent and warrant to the Sellers as follows:

  • Representations and Warranties of the Vendor The Vendor hereby makes the following representations and warranties to the Purchaser and acknowledges that the Purchaser is relying on such representations and warranties in entering into this Agreement and completing the Transaction:

  • REPRESENTATIONS AND WARRANTIES OF THE SELLERS Each of the Sellers, jointly and severally, represents and warrants to the Buyer as follows:

  • Representations and Warranties of the Fund The Fund represents and warrants to Price Associates that: 1. It is a corporation or business trust, as the case may be, duly organized and existing and in good standing under the laws of Maryland or Massachusetts, as the case may be. 2. It is empowered under applicable laws and by its Articles of Incorporation or Declaration of Trust, as the case may be, and By-Laws and all required proceedings have been taken to authorize it to enter into and perform this Agreement.

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