Representations and Warranties Undertakings. Each Underwriter hereby represents and warrants, severally and not jointly, in the form of an independent guarantee (selbständiges, verschuldensunabhängiges Garantieversprechen), and agrees, to the other Underwriters that:
Representations and Warranties Undertakings. 11.1. Each Party represents and warrants to the other Party as follows: • it is a limited liability company incorporated under the laws of the jurisdiction in which it is incorporated and has been in continuous existence since its incorporation; • it has the right, power and authority, and has taken all action necessary, to execute, deliver and exercise its rights, and perform its obligations, under each of this Agreement and the Terms of Business; • its obligations under this Agreement and the Terms of Business are legal, valid and binding on it and enforceable against it in accordance with their terms; • the entry into and performance of this Agreement and the Terms of Business by it does not, and will not, violate in any respect (a) any Applicable Regulations or any authorisation by any government body having jurisdiction over it; or (b) any agreement, contract or other undertaking to which it is a party or which is binding upon it; and • all government and corporate authorisations which are required to be obtained by it from any person (including the Hong Kong Securities and Futures Commission, as applicable) in connection with the execution, validity, performance or enforceability of this Agreement and the Terms of Business have been obtained and are valid and subsisting at the date of this Agreement.
Representations and Warranties Undertakings. The Complementary Depositor hereby represents and warrants to the Purchaser, as follows:
Representations and Warranties Undertakings. 7.1 The Company represents and warrants that:
Representations and Warranties Undertakings. Representations and undertakings shall be included to the extent they relate to matters of fact with respect to title to the assets which are the subject matter of the security or the validity, registration, priority, perfection or maintenance of the relevant type of security in the relevant jurisdiction. Any representations, warranties or undertakings which are required to be included in any Security Document shall not impose additional commercial obligations or otherwise restrict the use of the assets subject to that Transaction Security to a greater extent than provided for in the Debt Documents. Unless otherwise required under applicable law for the creation or perfection of Transaction Security in accordance with these Security Principles, the Security Documents will not contain any repetition of provisions of the other Debt Documents, such as notices, costs and expenses, indemnities, Tax gross up and distribution of proceeds.
Representations and Warranties Undertakings. Each Borrower hereby represents and warrants to the Lender each of the representations and warranties that each such Borrower gave to the Revolving Lenders under the Restated Revolving Credit Agreement and the other Restated Loan Documents mutatis mutandi as if given to the Lender hereunder, all of which shall apply and be enforceable for the benefit of the Lender as if fully set forth herein and made on and as of the date hereof. Each Borrower further represents and warrants that (a) on the date hereof no Event of Default or Default (other than those that have been previously cured or will be cured on the Restructuring Effective Date) under any Credit Document has occurred, (b) the execution and delivery by it of this Agreement and the other Sixth Global Agreement Documents has been duly authorized by all requisite corporate action, and it has obtained or will obtain prior to the Effective Date any required approvals of third parties for the execution and delivery of such documents, (c) Lender has performed or complied with all material obligations required to be performed or complied with by it under the Credit Documents and, as of the date hereof, there are no amounts due and owing by Lender under the Credit Documents as amended and in effect on the Restructuring Effective Date, and (f) the Lender has no obligation to acquire additional notes or to make additional loans or extensions of credit to the Borrowers under the Credit Documents or hereunder, and (g) to such Borrower's knowledge, upon due inquiry, Lender has not engaged in any acts, conduct or omissions that could result in the Lender receiving a smaller distribution on account of the Term Loan Obligations or the Shares (as defined in the ING/Ansbacher Assignment Agreement) than would otherwise apply. Each of the parties hereto represents and warrants that such party has full authority and legal power to execute this Agreement and each of the other Sixth Global Agreement Documents that it has executed and that this Agreement and each of the Credit Documents (as amended by the Sixth Global Agreement Documents) constitute valid and binding obligations of such party. As set forth in the 1995 Loan Agreement, (x) each Borrower hereby reaffirms its undertaking to use its best efforts to substitute direct first, second, third and fourth lien deeds of trust for the security interests currently held by Lender in the EVCO Collateral and Harweal Collateral; and (y) each Borrower hereby reaffirms its undert...
Representations and Warranties Undertakings. 4.1 Representations and warranties The Grantor represents and warrants that: 4 Representations and warranties, undertakings
Representations and Warranties Undertakings. The Pledgors represent and warrant on the date hereof and on each date during the Security Period with reference to the facts and circumstances then existing as follows:
Representations and Warranties Undertakings. 4.1 Each of the representations and warranties contained in clause 19 of the Loan Agreement shall be deemed:
Representations and Warranties Undertakings. (a) Each Obligor and Holdco make the representations and warranties stated in Part I of Schedule 6 (Major Representations, Undertakings and Events of Default) in respect of itself only (and for the avoidance of doubt not with respect to any other Group Company or member of the Target Group or their respective assets, liabilities or obligations and excluding any procurement obligation with respect to any other Group Company or member of the Target Group) to each Interim Finance Party on the date of this Agreement, the Interim Closing Date, the date of each Drawdown Request, and on the first day of each Interest Period in each case by reference to the facts and circumstances existing at the relevant time.
