Representations of the Underwriter. The Underwriter is registered as a broker-dealer with, and is a member in good standing of, the National Association of Securities Dealers, Inc. and has all legal and regulatory authority required to enter into this Underwriting Agreement and perform its obligations hereunder. The Underwriter has all required authority under its operating agreement to enter into this Underwriting Agreement and perform its obligations hereunder and the performance of the Underwriter's obligations hereunder will not cause or result in any material breach of any agreement to which it is bound or any law or regulation to which it is subject.
Representations of the Underwriter. As an inducement to the other Parties to enter into this Bond Purchase Agreement, the Underwriter represents and warrants as follows:
Representations of the Underwriter. As an inducement to the other parties to enter into this Bond Purchase Agreement, the Underwriter represents and warrants that the Bonds will be offered and sold by the Underwriter in accordance with all state and federal laws applicable to the Underwriter.
Representations of the Underwriter. The Underwriter of the Class A(2006-1) Notes has represented and agreed that: (a) it has not offered or sold, and prior to the date which is six months after the date of issue of the Class A(2006-1) Notes, will not offer or sell any Class A(2006-1) Notes to persons in the United Kingdom except to persons whose ordinary activities involve them in acquiring, holding, managing or disposing of investments (as principal or agent) for the purposes of their businesses or otherwise in circumstances which do not constitute an offer to the public in the United Kingdom for the purposes of the Public Offers of Securities Regulations 1995; (b) it has complied and will comply with all applicable provisions of the Financial Services and Markets Xxx 0000 (the “FSMA”) with respect to anything done by it in relation to the Class A(2006-1) Notes in, from or otherwise involving the United Kingdom; and (c) it has only communicated or caused to be communicated and it will only communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) received by it in connection with the issue or sale of any Class A(2006-1) Notes in circumstances in which section 21(1) of the FSMA does not apply to the Issuer. X.X. XXXXXX SECURITIES INC., as a Representative of the Underwriters named in Schedule I hereto By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President Accepted: CHASE BANK USA, NATIONAL ASSOCIATION, as Transferor and Servicer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: President CHASE ISSUANCE TRUST By: CHASE BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as Beneficiary on behalf of the Issuer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: President CHAIT A(2006-1) Re-Opening Terms Agreement SCHEDULE I UNDERWRITER $1,250,000,000 Principal Amount of CHASEseries Class A(2006-1) Notes Principal Amount X.X. Xxxxxx Securities Inc. $ 1,250,000,000 ANNEX I TIME OF SALE INFORMATION • Preliminary Prospectus, dated as of February 21, 2006. ANNEX II ISSUER FREE WRITING PROSPECTUSES
Representations of the Underwriter. (a) The Underwriter represents that it will not, at any time that the Underwriter is acting as an “underwriter” (as defined in Section 2(11) of the Act) with respect to the Notes, transfer, deposit or otherwise convey any Notes into a trust or other type of special purpose vehicle that is sponsored by the Underwriter or an Affiliate of the Underwriter and that issues securities or other instruments backed in whole or in part by, or that represents interests in, such Notes without the prior written consent of the Bank.
Representations of the Underwriter. The Underwriter represents and warrants to the Company that the information set forth (i) on the cover page of
Representations of the Underwriter. The Underwriter is duly authorized to execute this Contract. Neither the Underwriter nor any "persons" or "affiliate" thereof has been on the "convicted vendor list" during the past 36 months as all such terms are defined in Section 287.133, Florida Statutes.
Representations of the Underwriter. The Underwriter represents to the Issuer and the Borrower that: (a) the Underwriter has the corporate power and all the authority necessary to enter into this Bond Purchase Agreement and to perform its covenants, obligations and undertakings hereunder; and (b) when duly executed and delivered by the other parties hereto, this Bond Purchase Agreement will constitute a valid, binding and enforceable obligation of the Underwriter in accordance with its terms, except that the enforceability hereof may be limited by bankruptcy, insolvency, reorganization or moratorium, or other similar laws affecting creditors’ rights generally, by the exercise of judicial discretion in accordance with general principles of equity, and, with respect to the indemnification provisions of this Bond Purchase Agreement, by applicable securities laws or held to be against public policy.
