Representations by Second Lien Secured Parties Sample Clauses
The "Representations by Second Lien Secured Parties" clause sets out the specific statements and assurances that second lien lenders make regarding their authority, capacity, and the validity of their claims or interests in the collateral. Typically, this clause requires these parties to confirm that their security interests are properly perfected and that they have not taken actions that would conflict with the terms of the intercreditor agreement. By establishing these representations, the clause ensures that all parties have a clear understanding of the second lien lenders' rights and obligations, thereby reducing the risk of disputes and facilitating the orderly enforcement of security interests.
Representations by Second Lien Secured Parties. Second Lien Agent, on behalf of the Second Lien Secured Parties, represents and warrants to First Lien Agent that:
(a) the execution, delivery and performance of this Intercreditor Agreement by Second Lien Agent (i) is within the powers of Second Lien Agent, (ii) has been duly authorized by the Second Lien Secured Parties and (iii) does not contravene any law, or any provision of any of the Second Lien Documents or any agreement to which Second Lien Agent is a party or by which it is bound;
(b) Second Lien Agent is duly authorized to enter into, execute, deliver and carry out the terms of this Intercreditor Agreement on behalf of the Second Lien Secured Parties; and
(c) this Intercreditor Agreement constitutes the legal, valid and binding obligations of Second Lien Agent, enforceable in accordance with its terms and shall be binding on Second Lien Agent and the Second Lien Secured Parties.