REPRESENTATIONS AND COVENANTS OF THE INSURED Sample Clauses

REPRESENTATIONS AND COVENANTS OF THE INSURED. The Submission was accurate in all material respects as of the date of delivery. In consideration of the coverage provided to it under this Policy, the Insured covenants to the Insurer as follows: During the Term, the Insured shall not sell, transfer or assign all or substantially all of the Potentially Covered Leases to other than its affiliates without the written consent of the Insurer, which consent shall not be unreasonably withheld. For the avoidance of doubt, this covenant relates to sale, transfer and assignment of leases, not to sale, transfer or assignment of vehicles. For the further avoidance of doubt, this covenant does not apply to dealer lease and/or vehicle repurchases in connection with breaches under Chase dealer agreements. The Insured will provide prompt written notice to the Insurer of any sale, transfer or assignment of all or substantially all the Potentially Covered Leases to any affiliate. During the Term, the interest rate charged on Chase Financed Purchase Option Vehicles will be based on the same return on equity and profitability models that Chase establishes for its used vehicle loans made directly to consumers. During the Term, the Insured shall maintain a dealer asset remarketing effort and a consumer asset remarketing effort with respect to Purchase Option Vehicles and Chase Financed Purchase Option Vehicles, and the Insured’s remarketing practices with respect to such efforts shall conform to or exceed standard industry practices, subject, however, to the Insured’s compliance with the terms and conditions of this Policy. The Insured shall not change its current methodology or practices with respect to its LeMans system as it relates to the determination of Initial Adjusted Capitalized Cost, Amortized Value, Book Cost or depreciation.
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Related to REPRESENTATIONS AND COVENANTS OF THE INSURED

  • Representations and Covenants of the Company A. The Company hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

  • Representations and Covenants of the Trust A. The Trust hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

  • Representations and Covenants of the Agent The Agent represents and warrants that it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which the Agent is exempt from registration or such registration is not otherwise required. The Agent shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which it is exempt from registration or such registration is not otherwise required, during the term of this Agreement. The Agent shall comply with all applicable law and regulations in connection with the transactions contemplated by this Agreement, including the issuance and sale through the Agent of the Placement Shares.

  • Representations, Warranties and Covenants of the Issuer Upon the execution of the applicable Terms Agreement, the Issuer represents, warrants and covenants to each Underwriter as of the date hereof and as of the Closing Date (unless otherwise specified) as follows:

  • Representations, Warranties and Covenants of the Investors Each Investor hereby, as to itself only and for no other Investor, represents, warrants and covenants to the Company as follows:

  • Representations and Covenants of the Holder This Warrant has been entered into by the Company in reliance upon the following representations and covenants of the Holder, which by its execution hereof the Holder hereby confirms:

  • Representations and Covenants The representations and warranties of the Shareholders and the Company contained in this Agreement shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date. The Shareholders and the Company shall have performed and complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with by the Shareholders and the Company on or prior to the Closing Date. The Company shall have delivered to the Parent, if requested, a certificate, dated the Closing Date, to the foregoing effect.

  • REPRESENTATIONS BY AND COVENANTS OF THE COMPANY The Company hereby represents and warrants to the Subscriber that:

  • Additional Representations and Covenants of the Distributor The Distributor hereby represents, warrants and covenants to the Trust, which representations, warranties and covenants shall be deemed to be continuing throughout the term of this Agreement, that:

  • Representations, Warranties and Covenants of the Servicer The Servicer hereby represents, warrants and covenants to the Trustee, for the benefit of each of the Trustee and the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein:

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