Representations and Warranties of World. Omni with Respect to each Receivable and the Pool of Receivables.
Representations and Warranties of World. Except as set forth on the Schedule D - Exceptions to Representations and Warranties attached hereto, World hereby represents and warrants to ICT as follows as of Effective Date (unless otherwise set forth below):
12.1 All corporate action on the part of World, its directors and stockholders necessary for the authorization, execution, delivery and performance by World of this Agreement and the consummation of the transactions contemplated herein has been or will be taken prior to the Effective Date.
12.2 This Agreement will be a valid and binding obligation of World, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization and moratorium laws and other laws of general application affecting enforcement of creditors' rights generally and to general equitable principles. The execution, delivery and performance by World of this Agreement and its compliance herewith will not result in any violation of and will not conflict with, or result in a breach of any of the terms of, or constitute a default under, the Charter or By-Laws of World. The execution, delivery and performance by World of this Agreement and compliance herewith will not result in any violation of and will not conflict with, or result in a breach of any of the terms of, or constitute a default under, any mortgage, indenture, agreement, instrument, judgment, decree, order, rule or regulation or other restriction to which World is a party or by which it is bound or any provision of state or Federal law to which World is subject, or result in the creation of any mortgage, pledge, lien, encumbrance or charge of any kind whatsoever upon any of the properties or assets of World pursuant to any such term or result in the suspension, revocation, impairment, forfeiture or non-renewal of any permit, license, authorization or approval applicable and material to World's operations or any of its assets or properties.
12.3 There is neither pending nor, to World's knowledge, threatened any action, suit, proceeding, claim or investigation, or any basis therefor or threat thereof, whether or not purportedly on behalf of World, to which World is or may be named as a party or its property is or may be subject or to World's knowledge, after due inquiry, to which any founder, officer, key employee or principal stockholder of World is subject.
Representations and Warranties of World. Omni with ------------------------------------------------- Respect to the Receivables. World Omni which sold the related Receivable hereby -------------------------- represents and warrants to the other parties hereto and to the Noteholders, with respect to such Receivable as of the Cutoff Date:
Representations and Warranties of World. Omni with Respect to the Receivables . On the Closing Date and each Subsequent Transfer Date, if any, World Omni, which sold the Receivables specified in the related SSA Assignment on such date, hereby makes the representations and warranties set forth in Appendix B hereto and hereby represents and warrants to the other parties hereto and to the Noteholders, with respect to such Receivables as of the applicable Cutoff Date:
Representations and Warranties of World. The World represents and warrants to Vanguard as follows:
