Representations, Warranties and Covenants of Assignee. Assignee represents and warrants as follows:
Representations, Warranties and Covenants of Assignee. 3.1 Assignee represents, warrants and covenants to Assignor that:
Representations, Warranties and Covenants of Assignee. Assignee (a) represents and warrants to Assignor and the Agent that (i) it has full power and authority, and has taken all actions necessary for Assignee, to execute and deliver this Agreement and to consummate the transactions contemplated hereby, (ii) it is not an Affiliate of a Lender, (iii) it is sophisticated with respect to decisions to acquire assets of the type represented by the Assigned Interest assigned to it hereunder and either Assignee or the Person exercising discretion in making the decision for such assignment is experienced in acquiring assets of such type, (iv) by executing, signing and delivering this Agreement, the Person signing, executing and delivering this Agreement on behalf of the Assignee is a duly authorized signatory for the Assignee and is authorized to execute, sign and deliver this Agreement and (v) both before and after giving effect to this Agreement and the transactions contemplated hereby, it is Solvent and (b) appoints and authorizes the Agent to take such action as administrative agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (c) shall perform in accordance with their terms all obligations that, by the terms of the Loan Documents, are required to be performed by it as a Lender, (d) confirms it has received such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and shall continue to make its own credit decisions in taking or not taking any action under any Loan Document independently and without reliance upon Agent, any L/C Issuer, any Lender or any other Indemnitee and based on such documents and information as it shall deem appropriate at the time, (e) acknowledges and agrees that, as a Lender, it may receive material non-public information and confidential information concerning the Credit Parties and their Affiliates and their Stock and agrees to use such information in accordance with Section 9.10 of the Credit Agreement, (f) specifies as its applicable lending offices (and addresses for notices) the offices at the addresses set forth beneath its name on the signature pages hereof and (g) to the extent required pursuant to Section 10.1(f) of the Credit Agreement, attaches two completed originals of Forms W-8ECI, W-8BEN, W-8IMY or W-9 and, if applicable, a portfolio interest exemption certificate. ...
Representations, Warranties and Covenants of Assignee. Assignee shall have complied in all material respects with all of its agreements and covenants contained herein (including the obligation of Assignee to deliver the documents specified in Section 1.05) to be performed at or prior to the Closing Date, and all of the representations and warranties of Assignee contained herein shall be true in all material respects on and as of the Closing Date with the same effect as though made on and as of the Closing Date, except to the extent that such representations and warranties were made as of a specified date and, as to such representations and warranties, the same shall continue on the Closing Date to have been true in all material respects as of the specified date.
Representations, Warranties and Covenants of Assignee. The Assignee hereby covenants, represents and warrants the following:
Representations, Warranties and Covenants of Assignee. (a) Assignee represents and warrants that it is a valid Delaware corporation, in good standing under the laws of the State of Delaware and qualified to do business in the State of Florida, and that Assignee has the power and authority to execute this Assignment with Assignor and to complete the purchase from Owner of the Property described in the Contract pursuant to the terms of the Contract and this Assignment. pb\gaynor\brentwdw\condass3.xxx 4
Representations, Warranties and Covenants of Assignee. Assignee hereby makes the following representations and warranties, which shall continue in effect after, and survive the date of, this Agreement and, additionally, makes the following covenants:
Representations, Warranties and Covenants of Assignee. Assignee hereby represents, warrants and covenants to the Financial Institution, Lockbox Escrow Agent, Lockbox Calculation Agent and Company that: Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omission.
Representations, Warranties and Covenants of Assignee. Assignee warrants and represents to, and covenants with, Assignor and Company that as of the date hereof:
Representations, Warranties and Covenants of Assignee. Assignee represents, warrants and covenants to Assignor as of the date of this Agreement and as of each Delivery Date as follows:
