Representations and Warranties of the Issuing Entity Sample Clauses
Representations and Warranties of the Issuing Entity. Upon the execution of the applicable Terms Agreement, the Issuing Entity represents and warrants to each Underwriter that:
Representations and Warranties of the Issuing Entity. (a) The Issuing Entity makes the following representations and warranties to the Depositor as of the date of this Agreement, and on which representations and warranties the Depositor shall rely in selling the Receivables.
Representations and Warranties of the Issuing Entity. The Issuing Entity makes the following representations and warranties to the Grantor Trust as of the date of this Agreement, which shall survive delivery of the Third Step Transferred Property, and on which representations and warranties the Grantor Trust shall rely in issuing the Grantor Trust Certificate.
Representations and Warranties of the Issuing Entity. The Issuing Entity hereby represents and warrants to the Servicer and for the benefit of the Indenture Trustee, as pledgee of the Loans, as of the Cut-off Date:
(i) The Issuing Entity is a statutory trust duly formed and in good standing under the laws of the State of Delaware and has full power, authority and legal right to execute and deliver this Servicing Agreement and to perform its obligations under this Servicing Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Servicing Agreement; and
(ii) The execution and delivery by the Issuing Entity of this Servicing Agreement and the performance by the Issuing Entity of its obligations under this Servicing Agreement will not violate any provision of any law or regulation governing the Issuing Entity or any order, writ, judgment or decree of any court, arbitrator or governmental authority or agency applicable to the Issuing Entity or any of its assets. Such execution, delivery, authentication and performance will not conflict with, or result in a breach or violation of, any mortgage, deed of trust, lease or other agreement or instrument to which the Issuing Entity is bound.
Representations and Warranties of the Issuing Entity. The Issuing Entity hereby represents and warrants to the Collateral Agent, as of the Addition Date, that:
Representations and Warranties of the Issuing Entity. The Issuing Entity represents and warrants to, and agrees with, each Underwriter that:
(i) The Issuing Entity has been duly formed and is validly existing as a statutory trust under the laws of the State of Delaware, has the power and authority to execute, deliver and perform its obligations under this Underwriting Agreement, the Certificate Indenture and the other agreements and instruments contemplated by the Prospectus and the General Disclosure Package (collectively, the “Issuing Entity Documents”) and to own, lease or operate its property and to conduct its business as described in the Prospectus and the General Disclosure Package and is qualified to transact business and is in good standing in each other jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a material adverse effect on the condition (financial or otherwise), earnings, business or properties of the Issuing Entity (an “Issuing Entity Material Adverse Effect”); the Issuing Entity has conducted and will conduct no business in the future that would be inconsistent in any material respect with the description of its business set forth in the Prospectus and the General Disclosure Package; the Issuing Entity is not a party to or bound by any agreement or instrument other than the Issuing Entity Documents and other agreements or instruments incidental to its formation; the Issuing Entity has no liabilities or obligations other than those arising out of the transactions contemplated by the Issuing Entity Documents and as described in the Prospectus and the General Disclosure Package.
(ii) This Underwriting Agreement has been authorized, executed and delivered by the Issuing Entity.
(iii) The Certificate Indenture has been, and on the Closing Date will be, (1) qualified under the Trust Indenture Act and (2) authorized, executed and delivered by the Issuing Entity and the Certificate Indenture is a valid and binding agreement enforceable against the Issuing Entity in accordance with its terms except as may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting the enforcement of creditors’ rights generally, by general equitable principles (whether enforceability is considered in a proceeding in equity or in law) and by an implied covenant of good faith and fa...
Representations and Warranties of the Issuing Entity. Each of IndyMac, the Depositor and the Issuing Entity represents and warrants with respect to the Issuing Entity, as of the Closing Date, and covenants with the other parties hereto, as follows:
Representations and Warranties of the Issuing Entity. The Issuing Entity hereby represents and warrants to the Servicer and for the benefit of the Indenture Trustee, as pledgee of the Loans, as of the Cut-off Date:
(i) The Issuing Entity is a business trust duly formed and in good standing under the laws of the State of Delaware and has full power, authority and legal right to execute and deliver this Servicing Agreement and to perform its obligations under this Servicing Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Servicing Agreement; and
(ii) The execution and delivery by the Issuing Entity of this Servicing Agreement and the performance by the Issuing Entity of its obligations under this Servicing Agreement will not violate any provision of any law or regulation governing the Issuing Entity or any order, writ, judgment or decree of any court, arbitrator or governmental authority or agency applicable to the Issuing Entity or any of its assets. Such execution, delivery, authentication and performance will not conflict with, or result in a breach or violation of, any mortgage, deed of trust, lease or other agreement or instrument to which the Issuing Entity is bound.
Representations and Warranties of the Issuing Entity. The Issuing Entity represents and warrants as of the Closing Date as follows:
Representations and Warranties of the Issuing Entity. Since the date of the transfer by the Transferor under the Agreement, the Owner Trustee, on behalf of the Issuing Entity, has not sold, transferred or encumbered any Receivable in any Removed Account or any interest therein.