Common use of REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S Clause in Contracts

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Document, (ii) any representation, warranty or statement made in or in connection with any of the Credit Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its Subsidiaries, (iv) the performance of or compliance with any of the terms or provisions of any the Credit Documents, (v) inspecting any of the Property, books or records of the Borrower or any of its Subsidiaries, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions or the Credit Documents.

Appears in 2 contracts

Samples: Assignment Agreement (Gardner Denver Inc), Assignment Agreement (Gardner Denver Inc)

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REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrower or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its Subsidiariesguarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Property, books or records of the Borrower or any of its SubsidiariesBorrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 2 contracts

Samples: Assignment Agreement (Howmet International Inc), Credit Agreement (Depuy Inc)

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that (i) it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that hereunder, (ii) such interest is free and clear of any adverse claim created by the AssignorAssignor and (iii) the execution and delivery of this Assignment Agreement by the Assignor is duly authorized. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrower or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its Subsidiariesguarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Propertyproperty, books or records of the Borrower or any of its SubsidiariesBorrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 2 contracts

Samples: Assignment Agreement (Torchmark Corp), Assignment Agreement (Torchmark Corp)

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignorclaim. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of the Obligations or the enforcement of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrower or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its Subsidiariesguarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Property, books or records of the Borrower or any of its SubsidiariesBorrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Torchmark Corp)

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (ia) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of Borrower or any guarantor, (iib) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iiic) the financial condition or creditworthiness of the Borrower or any of its Subsidiariesguarantor, (ivd) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (ve) inspecting any of the Property, books or records of the Borrower or any of its SubsidiariesBorrower, (vif) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans, or (viig) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 1 contract

Samples: Assignment Agreement (Finish Line Inc /De/)

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REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- -------- beneficial owner of the interest being assigned by it hereunder and that such --- interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor Assignor, the Agent, nor any other Lender, nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor, Agent and the other Lenders a security interest in assets of the Company, any Subsidiary Borrower or any Subsidiary Obligor or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Company, any Subsidiary Borrower or any of its SubsidiariesSubsidiary Obligor or any guarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Propertyproperty, books or records of the Company, any Subsidiary Borrower or any of its SubsidiariesSubsidiary Obligor, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Agribrands International Inc)

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrower or any guarantors, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its Subsidiariesguarantors, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Property, books or records of the Borrower or any of its SubsidiariesBorrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (National Data Corp)

REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR'S. LIABILITY. The Assignor represents and warrants that it is the legal and --------- beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim created by the Assignor. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Credit Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrower or any Guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Credit Loan Documents, (iii) the financial condition or creditworthiness of the Borrower or any of its SubsidiariesGuarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Credit Loan Documents, (v) inspecting any of the Property, books or records of the Borrower or any of its SubsidiariesBorrower, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Obligations Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Credit Extensions Loans or the Credit Loan Documents.

Appears in 1 contract

Samples: Assignment Agreement (Money Store Inc /Nj)

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