Representation of Banks Sample Clauses

Representation of Banks. The Banks severally represent that they will be taking the Notes issued hereunder for their own respective accounts to evidence loans made in the ordinary course of their commercial banking business, and not with a view of distribution of such Notes; provided, however, that nothing contained in this Section 8.9 shall create any rights or remedies in favor of the Borrower or anyone else against any Bank so long as such Bank acts in good faith upon the advice of its counsel with respect to compliance with applicable laws; provided further, that the assets of each Bank must be and shall always remain within the control of each Bank.
AutoNDA by SimpleDocs
Representation of Banks. Each Bank represents for itself only that it is acquiring the Notes to be acquired by it hereunder for its own account in the ordinary course of extending credit as a banking institution and not with a view to the distribution or resale thereof, subject, nevertheless, to any requirement of law that the disposition of the property of a Bank shall at all times be within its control.
Representation of Banks. Each Bank party to and as of the date of ----------------------- this Agreement severally and only with respect to itself and to its status as a Bank represents that it is entitled to receive interest payments from Company free and clear of and without deduction for any U.S. taxes collected by way of withholding that are in effect as of the date of this Agreement. Each Bank party to and as of the date of this Agreement severally and only with respect to itself represents that it is either (a) a corporation, company or association, incorporated or organized in or under the laws of the U.S. or a state of the U.S. (a "U.S. corporation"); (b) a non-U.S. corporation lending through its U.S. branch, which will treat the interest income as effectively connected with its U.S. trade or business; or (c) a non-U.S. corporation, resident in a country that has a treaty with the U.S. that exempts interest payments by Company from withholding taxes.
Representation of Banks. 57 Section 12.12. Severability.......................................... 57 Section 12.13. Entire Agreement...................................... 58 Exhibit A-1 Form of Syndicated Note Exhibit A-2 Form of Competitive Bid Note Exhibit B Form of Notice of Increased Commitment Exhibit C-1 Form of Notice and Agreement Regarding Addition of Bank Exhibit C-2 Form of Agreement of Existing Bank to Replace Replaced Bank Exhibit D Form of Assignment and Assumption Agreement Exhibit E Form of Competitive Bid Quote Confirmation Exhibit F Form of Acceptance of Competitive Bid Quotes Exhibit G Form of Letter Acknowledging Termination of Existing Credit Agreement THIS CREDIT AGREEMENT dated as of May 2, 1997 (this "Agreement") by and among DELTA AIR LINES, INC., a corporation organized under the laws of the State of Delaware (the "Company"), each of the financial institutions initially a signatory hereto together with those assignees pursuant to Section 12.6. hereof (collectively, the "Banks" and each individually, a "Bank") and NATIONSBANK, N. A. (SOUTH), in its capacity as agent for the Banks (the "Agent Bank").
Representation of Banks. 45 Section 11.12. Severability................................................................................45 Section 11.13. Entire Agreement............................................................................45 Section 11.14. Jurisdiction................................................................................45 Section 11.15.
Representation of Banks. Each Bank hereby represents that it will make its Loans for its own account in the ordinary course of its commercial banking business and not with a view to or for sale in connection with any distribution of the Notes; provided, however, that the disposition of the Notes or other evidence of indebtedness held by that Bank shall at all times be within its exclusive control.
Representation of Banks. 101 10.19 Waiver of Jury Trial..................................................................................101 ARTICLE XI GENERAL RELEASE EXHIBIT LIST Exhibit I.......................................................[FORM OF] NOTICE OF BORROWING Exhibit II.....................[FORM OF] NOTICE OF EXECUTION OF LENDER DERIVATIVE/FX CONTRACT Exhibit III.......................................[FORM OF] NOTICE OF CONVERSION/CONTINUATION Exhibit IV.....................................................................[FORM OF] NOTE Exhibit V....................................................[FORM OF] COMPLIANCE CERTIFICATE Exhibit VI......................................[FORM OF] CLOSING DATE CERTIFICATE OF COMPANY Exhibit VII...........................................[FORM OF] PLEDGE AND SECURITY AGREEMENT Exhibit VIII...............................................................[FORM OF] GUARANTY Exhibit IX................................................[FORM OF] ASSIGNMENT AND ACCEPTANCE
AutoNDA by SimpleDocs
Representation of Banks. 43 Section 11.12. Severability............................................43 Section 11.13. Entire Agreement........................................44 Section 11.14. Jurisdiction............................................44 Section 11.15. Waivers of Jury Trial...................................44 Exhibits and Schedules Exhibit A The Banks on the Effective Date Exhibit B Form of Term Note Exhibit C-1 Form of Notice and Agreement Regarding Addition of Bank Exhibit C-2 Form of Agreement of Existing Bank to Replace Replaced Bank Exhibit D Form of Assignment and Assumption Agreement Schedule I Funded Debt and Secured Obligations Schedule II Subsidiaries Schedule III Guaranty Liabilities CREDIT AGREEMENT THIS CREDIT AGREEMENT dated as of March 22, 1999 (this "Agreement") by and among DELTA AIR LINES, INC., a corporation organized under the laws of the State of Delaware (the "Company"), each of the financial institutions initially a signatory hereto together with those assignees pursuant to Section 11.6 hereof (collectively, the "Banks" and each individually, a "Bank"), CITIBANK, N.A., in its capacity as syndication agent (the "Syndication Agent"), and THE CHASE MANHATTAN BANK, in its capacity as administrative agent for the Banks (the "Administrative Agent").

Related to Representation of Banks

  • Representations and Warranties of Bank Bank warrants and represents to FTDI and the Funds that:

  • Termination of Representations and Warranties The representations and warranties of the parties set forth in this Agreement shall terminate at the Effective Time.

  • Reassertion of Representations and Warranties, No Default The Borrower hereby represents that on and as of the date hereof and after giving effect to this Amendment (a) all of the representations and warranties contained in the Credit Agreement are true, correct and complete in all respects as of the date hereof as though made on and as of such date, except for changes permitted by the terms of the Credit Agreement, and (b) there will exist no Event of Default under the Credit Agreement as amended by this Amendment on such date which has not been waived by the Lender.

  • Investment Representation The Holder hereby represents and covenants that (a) any share of Stock acquired upon the vesting of the Award will be acquired for investment and not with a view to the distribution thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), unless such acquisition has been registered under the Securities Act and any applicable state securities laws; (b) any subsequent sale of any such shares shall be made either pursuant to an effective registration statement under the Securities Act and any applicable state securities laws, or pursuant to an exemption from registration under the Securities Act and such state securities laws; and (c) if requested by the Company, the Holder shall submit a written statement, in form satisfactory to the Company, to the effect that such representation (x) is true and correct as of the date of vesting of any shares of Stock hereunder or (y) is true and correct as of the date of any sale of any such share, as applicable. As a further condition precedent to the delivery to the Holder of any shares of Stock subject to the Award, the Holder shall comply with all regulations and requirements of any regulatory authority having control of or supervision over the issuance or delivery of the shares and, in connection therewith, shall execute any documents which the Board shall in its sole discretion deem necessary or advisable.

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

  • Representations and Warranties of Party A Party A hereby represents and warrants as follows:

  • Representations and Warranties of Party B 5.1 Party B is the legal owner of the Equity Interest.

  • Affirmation of Representations and Warranties At each Applicable Time, Settlement Date and Representation Date, the Company shall be deemed to have affirmed each representation and warranty contained in this Agreement as if such representation and warranty were made as of such date, modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented as of such date; and each execution and delivery by the Company of a Terms Agreement, shall be deemed to be an affirmation to the Manager that the representations and warranties of the Company contained in or made pursuant to this Agreement are true and correct as of the date of such acceptance or of such Terms Agreement as though made at and as of such date, and an undertaking that such representations and warranties will be true and correct as of the Settlement Date for the Shares relating to such acceptance or as of the Time of Delivery relating to such sale, as the case may be, as though made at and as of such date, modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented as of such date.

  • Incorporation of Representations and Warranties From Credit Agreement The representations and warranties contained in Section 5 of the Credit Agreement are and will be true, correct and complete in all material respects on and as of the First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date.

  • Limitation of Representations and Warranties Except as may be expressly represented or warranted in this Agreement by Seller, Seller makes no representations or warranties whatsoever with regard to any asset being transferred to Purchaser or any liability or obligation being assumed by Purchaser or as to any other matter or thing.

Time is Money Join Law Insider Premium to draft better contracts faster.