Common use of Representations and Warranties of Citi Clause in Contracts

Representations and Warranties of Citi. Citi represents and warrants to the Company that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (e) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunderlaw, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”), required in connection with the performance of its duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED. 18. Intentionally deleted.

Representations and Warranties of Citi. Citi represents and warrants to the Company Administrator that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”); (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (e) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE REGARDLESS OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder;; Exhibit (h)(2) (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunderlaw, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”), required in connection with the performance of its duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. Citi represents and warrants to the Company Administrator that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (e) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company HSBC that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it required in connection with the performance of its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company HSBC and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunderlaw, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”), required in connection with the performance of its duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company that: : (ai) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and Citi has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It isbeen in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunderlaw, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”); , required in connection with the performance of its duties under this Agreement; (dii) The the various procedures and systems which it Citi has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company Funds and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder under this Agreement are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunderunder this Agreement; and and (eiii) This this Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. Citi CITI represents and warrants to the Company VCM that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohioits organization, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")Services; (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's its’ equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and; (e) This Agreement has been duly authorized by Citi it and, when executed and delivered by Citiit, will constitute a legal, valid and binding obligation of Citiit, enforceable against Citi it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties; and (f) It will maintain sufficient and experienced personnel and an adequate infrastructure to enable it to perform its obligations hereunder. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company HSBC that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it required in connection with the performance of its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company HSBC and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi ARE COMPLETELY DISCLAIMED. Exhibit (h)(4) 18. Intentionally deleted.

Representations and Warranties of Citi. Citi represents and warrants to the Company that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (e) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. Citi represents and warrants to the Company that: (a) It is a corporation duly incorporated and validly existing under the laws of the state of Ohio, and has full capacity and authority to enter into this Agreement and to carry out its obligations hereunder; (b) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (c) It is, and shall continue to be, in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunder, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”); (d) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s equipment, facilities, and other property used in the performance of its obligations hereunder are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (e) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE REGARDLESS OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.

Representations and Warranties of Citi. (a) Citi represents and warrants to the Company that: (ai) It is a corporation company duly incorporated and validly existing under the laws of the state jurisdiction of Ohioits formation, and has full capacity and authority to enter into this Agreement agreement and to carry out its obligations hereunder; (bii) It has all necessary authorizations, licenses and permits to carry out its business as currently conducted; (ciii) It ishas been in, and shall continue to be, be in compliance in all material respects with all provisions of law applicable to it in connection with its services hereunderlaw, including Section 17A(c) of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”), required in connection with the performance of its duties under this Agreement; (div) The various procedures and systems which it has implemented with regard to safekeeping from loss or damage attributable to fire, theft or any other cause of the blank checks, records, and other data of the Company and Citi's ’s records, data, equipment, facilities, facilities and other property used in the performance of its obligations hereunder (including its disaster recovery and business continuity plan) are reasonable and adequate and that it will make such changes therein from time to time as are reasonably required for the secure performance of its obligations hereunder; and (ev) This Agreement has been duly authorized by Citi and, when executed and delivered by Citi, will constitute a legal, valid and binding obligation of Citi, enforceable against Citi in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the right and remedies of creditors and secured parties. . (b) EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (IRRESPECTIVE OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) CONCERNING THE SERVICES OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THIS AGREEMENT BY Citi CITI ARE COMPLETELY DISCLAIMED.