REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer hereby represents and warrants to the Seller as follows:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. As an inducement to the Stockholder to enter into this Agreement and to consummate the transactions contemplated herein, the Buyer represents and warrants to the Stockholder and agrees as follows:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer represents, warrants and agrees as follows:
6.1 The Buyer will not violate any laws relating to unfair credit collection practices in connection with the Loan. The Buyer will indemnify the Seller and hold the Seller harmless from and against any and all claims, demands, losses, damages, penalties, fines, forfeitures, judgments, legal fees and any other costs, fees, and expenses heretofore or hereafter incurred by the Seller as a result of (i) a breach by the Buyer of the aforesaid agreement or (ii) any claim, demand or assertion that the Buyer or the Seller was in any way involved in or had in any way authorized any unlawful collection practices in connection with the Loan or (iii) any claim, demand or assertion by the Borrower in connection with the Loan. The Buyer agrees to notify the Seller within three (3) Banking Days of notice or knowledge of any such claim or demand.
6.2 The Buyer will not institute any legal action in the name of the Seller or continue to prosecute in the name of the Seller any pending legal action nor shall the Buyer intentionally or unintentionally, through misrepresentation or nondisclosure, mislead or conceal that the Buyer’s ownership of the Loan following the Closing. The Buyer acknowledges that there is no adequate remedy at law for violation of this subparagraph and consents to the entry of an order by a court of competent jurisdiction enjoining any violation or threatened violation of the provisions of this subparagraph. The Buyer will indemnify the Seller and hold the Seller harmless from and against any and all claims, demands, losses, damages, judgments, legal fees and any other costs, fees and expenses heretofore or hereafter incurred by the Seller as a result of a breach by the Buyer of the aforesaid agreement.
6.3 The Buyer’s decision to purchase the Loan is based upon the Buyer's own independent evaluation. The Buyer has made such independent investigation as the Buyer deems to be warranted into the nature, validity, enforceability, collectibility, and value of the Loan and all other facts it deems material to its purchase, and is entering into this transaction herein provided for, solely on the basis of that investigation and the Buyer's own judgment, and is not acting in reliance on any representation of, or information furnished by the Seller and acknowledges that no employee or representative of the Seller has been authorized to make any statements or representations other than those specifically conta...
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer hereby represents, warrants and covenants to and agrees with the Seller as follows, all of which representations, warranties and agreements are made as of the date of this Agreement and as of the Closing Date:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer hereby represents and warrants to, and agrees with, the Seller, as of the date hereof, as follows:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer hereby represents to and warrants to the Seller, as of (X) the Agreement Date and (Y) the Settlement Date, the following:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer, hereby represents and warrants to, and agrees with, each of the Sellers as follows:
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer represents and warrants to and agrees with the Company as set forth below. The following representations, warranties and covenants to the Company are true and correct on the Effective Date shall be unaffected by any investigation heretofore or hereafter made by the Company or any notice to the Company, and shall survive the closing of the transactions provided for herein.
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. The Buyer hereby represent and warrant to Holder and acknowledges and agrees with Holder as follows:
2.2.1 The Buyer is duly organized and validly existing under the laws of the State of Delaware, with corporate power and authority to enter into, deliver and perform its obligations under this Agreement.
2.2.2 This Agreement has been duly authorized, executed and delivered by the Buyer and is enforceable against the Buyer in accordance with its terms, except as may be limited or otherwise affected by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other laws relating to or affecting the rights of creditors generally and (b) principles of equity, whether considered at law or equity.
2.2.3 The execution, delivery and performance of this Agreement (including compliance by the Buyer with all of the provisions hereof) and the consummation of the transactions contemplated herein will not (a) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute a default under, any of the terms of any material contract, or other agreements or instrument to which the Buyer is a party or by which the Buyer or any of its assets may be bound, (b) result in any violation of the provisions of the organizational documents of the Buyer or (c) result in any violation of any statute or any judgment, order, rule or regulation of any court or governmental agency or body, domestic or foreign, having jurisdiction over the Buyer or any of its properties that would reasonably be expected to impair any Buyer’s ability to perform its obligations under this Agreement in any material respect.
REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE BUYER. 11- 2.1 Organization -11- 2.2 Authority -11- 2.3 Investment -11- 2.4 Brokers -12- 2.5 No Omissions -12-