REPRESENTATIONS AND WARRANTIES OF BANK ONE AND BANK ONE AFFILIATES Sample Clauses

REPRESENTATIONS AND WARRANTIES OF BANK ONE AND BANK ONE AFFILIATES. As an inducement to FDC to enter into this Agreement, and to cause one of its Affiliates to enter into the Operating Agreement, the Revenue Sharing Agreement and the Revised Processing Agreement, and to consummate the transactions contemplated hereby and thereby, Bank One represents and warrants to FDC and agrees as follows except as may be otherwise provided in the Confidential Disclosure letter of Bank One attached hereto:
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REPRESENTATIONS AND WARRANTIES OF BANK ONE AND BANK ONE AFFILIATES. As an inducement to FDC to enter into this Agreement, and to cause one of its Affiliates to enter into the Operating Agreement, the Revenue Sharing Agreement and the Revised Processing Agreement, and to consummate the transactions contemplated hereby and thereby, Bank One represents and warrants to FDC and agrees as follows except as may be otherwise provided in the Confidential Disclosure letter of Bank One attached hereto: (a) Organization, Corporate Power, Etc. Bank One is a bank holding company duly organized and validly existing as a corporation under the laws of the State of Delaware. Each Bank One Affiliate (other than Alpha and its Subsidiaries) that will be a party to any of the agreements contemplated by this Agreement is a corporation or other entity duly organized and validly existing under the laws of its respective jurisdiction of organization. Bank One is duly licensed or qualified to do business as a foreign corporation in all of the jurisdictions in which Bank One is required to be so licensed or qualified with respect to the Alliance, except where the failure to be so licensed or qualified would not have a material adverse effect on the operations or financial condition of the Alliance. Bank One and each of its Affiliates (other than Alpha and its Subsidiaries) that will be performing obligations under any other agreement contemplated by this Agreement, has all requisite corporate power and authority to own, operate and lease its assets and to carry on its business as it is now being conducted except where the failure to have such power and authority would not have a material adverse effect on the operations or financial condition of Bank One or the applicable Affiliate, and Bank One and each such Affiliate has all requisite corporate power and authority to perform its respective obligations hereunder and thereunder. (b)

Related to REPRESENTATIONS AND WARRANTIES OF BANK ONE AND BANK ONE AFFILIATES

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

  • Representations and Warranties of the Bank The Bank represents and warrants to the Fund that:

  • Representations and Warranties of Sub-Adviser The Sub-Adviser represents, warrants and agrees as follows:

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

  • Representations and Warranties of the Employee The Employee represents and warrants to the Company as follows:

  • Representations and Warranties of the Sub-Advisor The Sub-Advisor represents and warrants to the Advisor and the Trust as follows:

  • REPRESENTATIONS AND WARRANTIES OF COMPANY The Company hereby represents and warrants to each Purchaser as follows:

  • Representations and Warranties of Custodian 3.1 Custodian hereby represents and warrants that it is a national bank duly organized under the laws of the United States of America and that this Agreement has been duly executed by the Custodian and to the best of Custodian’s knowledge will not violate any Applicable Law or any agreement, instrument judgment order or decree which Custodian is a party or to which it is bound.

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY PARTIES Except (a) as set forth in the disclosure letter prepared by the Company and delivered to the Parent Parties at or prior to the execution and delivery of this Agreement (the “Company Disclosure Letter”) (it being acknowledged and agreed that disclosure of any item in any section or subsection of the Company Disclosure Letter shall be deemed disclosed with respect to the section or subsection of this Agreement to which it corresponds and any other section or subsection of this Agreement to the extent the applicability of such disclosure to such other section or subsection of this Agreement is reasonably apparent on its face (it being understood that to be so reasonably apparent on its face, it is not required that the other section or subsection of this Agreement be cross-referenced); provided, that nothing in the Company Disclosure Letter is intended to broaden the scope of any representation or warranty of the Company Parties made herein), or (b) as disclosed in the Company SEC Documents publicly filed with, or furnished to the SEC since January 1, 2019 and prior to the date of this Agreement and available on the SEC’s Electronic Data Gathering and Retrieval System (excluding any information or documents incorporated by reference therein, or filed as exhibits thereto, and excluding any disclosures contained in such documents under the headings “Risk Factors” or “Forward Looking Statements” or any other disclosures contained or referenced therein to the extent they are cautionary, predictive or forward-looking in nature), and then only to the extent that the relevance of any disclosed event, item or occurrence in such Company SEC Documents to a matter covered by a representation or warranty set forth in this Article IV is reasonably apparent on its face, the Company Parties hereby jointly and severally represent and warrant to the Parent Parties that:

  • Representations and Warranties of MSDW TRUST MSDW TRUST represents and warrants to the Fund that:

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