Common use of Representations, Warranties and Covenants of the Lender Clause in Contracts

Representations, Warranties and Covenants of the Lender. The Lender represents and warrants to, and covenants with the Administrator and the Corporation, that: (a) The Lender is duly organized, validly existing, and in good standing under the laws governing its creation and existence and is duly authorized and qualified to transact in the State any and all business contemplated by this Agreement and possesses all requisite authority, power, licenses, permits, and franchises to conduct its business and to execute, deliver, and comply with its obligations under the terms of this Agreement, the execution, delivery, and performance of which have been duly authorized by all necessary action. (b) Neither the execution and delivery of this Agreement by the Lender nor the performance and compliance with the terms hereof by the Lender shall (i) violate the instruments creating the Lender or governing its operations, or (ii) violate any laws that could have any material adverse effect whatsoever upon the validity, performance, or enforceability of any of the terms of this Agreement applicable to the Lender, or (iii) constitute a material default (or an event that, with notice or lapse of time or both, would constitute a material default) under, or result in the breach of, any material contract, agreement, or other instrument to which the Lender is a party or that may be applicable to the Lender or any of its assets. (c) The execution and delivery of this Agreement by the Lender in the manner contemplated herein and the performance and compliance with the terms hereof by it do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained. (d) This Agreement, and all documents and instruments contemplated hereby that are executed and delivered by the Lender, constitute and shall constitute valid, legal, and binding obligations of the Lender, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable debtor relief laws or the discretion of courts in the granting of equitable relief. (e) The Lender shall comply with the applicable non-discrimination provisions of the Civil Rights Act of 1964 (78 Stat. 252), the regulations issued pursuant to such Act, and Executive Order 11246, Equal Employment Opportunity, dated September 24, 1965, and Executive Order 11063, Equal Opportunity in Housing, and all applicable federal, State, and local non-discrimination laws. (f) From time to time the Lender shall report, as more fully set forth in this Agreement, information relating to the Loans to the Corporation, the Internal Revenue Service, and the Administrator, and shall do every act and thing that may be necessary or required to perform its duties under the Program Documents. (g) In connection with the transactions contemplated by the Program Documents, the Lender has not directly or indirectly contracted or entered into any agreement with any other Lender or any other person or institution (except the Corporation and the Administrator) with respect to any aspect of its participation in the Program, other than any agreement expressly authorized or permitted by this Agreement. (h) The Lender agrees that, so long as it shall continue to serve in the capacity contemplated under the terms of the Program Documents, it shall remain in good standing under the laws governing its creation and existence and qualified under the laws of the State to do business in the State, and it shall not dissolve or otherwise dispose of all or substantially all of its assets. (i) No information, certificate of an Officer, statement furnished in writing, or report required hereunder, delivered to the Administrator or the Corporation shall, to the knowledge of the Lender delivering same, contain any untrue statement of a material fact or omit to state a material fact necessary to make the information, certificate, statement, or report not misleading. (j) The Lender is a bank, trust company, savings bank, national banking association, savings and loan association, building and loan association, mortgage banker, mortgage company, credit union, life insurance company, or other financial institution that actively provides or intends and has the capacity to provide service or otherwise aids in the financing of mortgages on single family residential housing located within the Eligible Loan Area, or is a holding company of any of the foregoing. (k) The Lender shall indemnify and hold harmless the Corporation and the Administrator, and their officers, directors, and employees against liability for any and all claims, causes of action, costs, and expenses (including attorneys’ fees), judgments, fines, and penalties that may be related to or arise out of any violation of law or breach of this Agreement resulting from an act or omission of the Lender hereunder. (l) The Lender shall not establish a minimum principal amount for Loans to be originated hereunder, nor shall it refuse to originate a Loan on the basis of the proposed Loan’s size being uneconomical to the Lender.

Representations, Warranties and Covenants of the Lender. The Lender represents and warrants to, and covenants with the Administrator and the CorporationDivision, that: (a) The If other than an individual, the Lender is duly organized, validly existing, and in good standing under the laws governing its creation and existence and is duly authorized and qualified to transact in the State of Nevada (the “State”) any and all business contemplated by this Agreement and possesses all requisite authority, power, licenses, permits, and franchises to conduct its business and to execute, deliver, and comply with its obligations under the terms of this Agreement, the execution, delivery, and performance of which have been duly authorized by all necessary action. (b) Neither the execution and delivery of this Agreement by the Lender nor the performance and compliance with the terms hereof by the Lender shall (i) if other than an individual, violate the instruments creating the Lender or governing its operations, or (ii) violate any laws that could have any material adverse effect whatsoever upon the validity, performance, or enforceability of any of the terms of this Agreement applicable to the Lender, or Lender or (iii) constitute a material default (or an event that, with notice or lapse of time or both, would constitute a material default) under, or result in the breach of, any material contract, agreement, or other instrument to which the Lender is a party or that may be applicable to the Lender or any of its assets. (c) The execution and delivery of this Agreement by the Lender in the manner contemplated herein and the performance and compliance with the terms hereof by it do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained. (d) This Agreement, and all documents and instruments contemplated hereby that are executed and delivered by the Lender, constitute and shall constitute valid, legal, and binding obligations of the Lender, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable debtor relief laws or the discretion of courts in the granting of equitable relief. (e) The Lender shall comply with the applicable non-discrimination provisions of the Civil Rights Act of 1964 (78 Stat. 252), the regulations issued pursuant to such Actact, and Executive Order 11246, Equal Employment Opportunity, dated September 24, 1965, and Executive Order 11063, Equal Opportunity in Housing, and all applicable federal, State, and local non-discrimination laws. (f) From time to time the Lender shall report, as more fully set forth in this Agreement, information relating to the its Loans to the Corporation, Division and the Internal Revenue Service, and the Administrator, Service and shall do every act and thing that may be necessary or required to perform its duties under the Program Documents. (g) In connection with the transactions contemplated by the Program Documents, the Lender has not directly or indirectly contracted or entered into any agreement with any other Lender or any other person or institution (except the Corporation and the AdministratorDivision) with respect to any aspect of its participation in the Program, other than any agreement expressly authorized or permitted by this Agreement. (h) The If other than an individual, the Lender agrees that, so long as it shall continue to serve in the capacity contemplated under the terms of the Program Documents, it shall remain in good standing under the laws governing its creation and existence and qualified under the laws of the State to do business in the State, and it shall not dissolve or otherwise dispose of all or substantially all of its assets. (i) No information, certificate of an Officerofficer of the Lender, statement furnished in writing, or report required hereunder, delivered to the Administrator or the Corporation Division shall, to the knowledge of the Lender delivering same, contain any untrue statement of a material fact or omit to state a material fact necessary to make the information, certificate, statement, or report not misleading. (j) The Lender is a bank, trust company, savings bank, national banking association, savings and loan association, building and loan association, mortgage banker, mortgage company, credit union, life insurance company, or other financial institution that actively provides or intends and has the capacity to provide service or otherwise aids in the financing of mortgages on single family residential housing located within the Eligible Loan Area, or is a holding company of any of the foregoing. (k) The Lender shall indemnify and hold harmless the Corporation Division and the Administrator, and their its officers, directors, and employees against liability for any and all claims, causes of action, costs, and expenses (including attorneys’ fees), judgments, fines, and penalties that may be related to or arise out of any violation of law or breach of this Agreement resulting from an act or omission of the Lender hereunder. (lk) The Lender shall not establish a minimum principal amount for Loans to be originated hereunder, nor shall it refuse to originate a Loan on the basis of the proposed Loan’s size being uneconomical to the Lender. (l) The Lender represents that it is familiar and will comply with the Program and the Guidelines, as well as Section 25 of the Code and the related Regulations and other federal State law as may be applicable to the Program. (m) The Lender acknowledges receipt of the Program Manual. (n) The Lender acknowledges and agrees that repayment of any Loan made in conjunction with the Program is the responsibility of the Applicant and payment of such Loan does not constitute an indebtedness of the Division or a charge against its general credit or other assets or the general credit of other assets of the State. (o) The Lender agrees that all appropriate staff will participate in education regarding the Program prior to processing a MCC and continuing education from time to time. In addition, the Lender hereby agrees that all appropriate staff will attend Division training sessions when Program changes are made, when the Lender hires new staff, or as deemed necessary by the Division.

Representations, Warranties and Covenants of the Lender. The Lender represents and warrants to, and covenants with the Administrator and the CorporationAuthority, that: (a) The Lender is duly organized, validly existing, and in good standing under the laws governing its creation and existence and is duly authorized and qualified to transact in the State any and all business contemplated by this Agreement and possesses all requisite authority, power, licenses, permits, and franchises to conduct its business and to execute, deliver, and comply with its obligations under the terms of this Agreement, the execution, delivery, and performance of which have been duly authorized by all necessary action. (b) Neither the execution and delivery of this Agreement by the Lender nor the performance and compliance with the terms hereof by the Lender shall (i) violate the instruments creating the Lender or governing its operations, or (ii) violate any laws that could have any material adverse effect whatsoever upon the validity, performance, or enforceability of any of the terms of this Agreement applicable to the Lender, Lender or (iii) constitute a material default (or an event that, with notice or lapse of time or both, would constitute a material default) under, or result in the breach of, any material contract, agreement, or other instrument to which the Lender is a party or that may be applicable to the Lender or any of its assets. (c) The execution and delivery of this Agreement by the Lender in the manner contemplated herein and the performance and compliance with the terms hereof by it do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained. (d) This Agreement, and all documents and instruments contemplated hereby that are executed and delivered by the Lender, constitute and shall constitute valid, legal, and binding obligations of the Lender, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable debtor relief laws or the discretion of courts in the granting of equitable relief. (e) The Lender shall comply with the applicable non-discrimination provisions of the Civil Rights Act of 1964 (78 Stat. 252), the regulations issued pursuant to such Act, and Executive Order 11246, Equal Employment Opportunity, dated September 24, 1965, and Executive Order 11063, Equal Opportunity in Housing, and all applicable federal, State, and local non-discrimination laws. (f) From time to time the Lender shall report, as more fully set forth in this Agreement, information relating to the Loans to the CorporationAuthority, the Internal Revenue Service, and the Administrator, and shall do every act and thing that may be necessary or required to perform its duties under the Program Documents. (g) In connection with the transactions contemplated by the Program Documents, the Lender has not directly or indirectly contracted or entered into any agreement with any other Lender or any other person or institution (except the Corporation Authority and the Administrator) with respect to any aspect of its participation in the Program, other than any agreement expressly authorized or permitted by this Agreement. (h) The Lender agrees that, so long as it shall continue to serve in the capacity contemplated under the terms of the Program Documents, it shall remain in good standing under the laws governing its creation and existence and qualified under the laws of the State to do business in the State, and it shall not dissolve or otherwise dispose of all or substantially all of its assets. (i) No information, certificate of an Officerofficer of the Lender, statement furnished in writing, or report required hereunder, delivered to the Administrator or the Corporation Authority shall, to the knowledge of the Lender delivering same, contain any untrue statement of a material fact or omit to state a material fact necessary to make the information, certificate, statement, or report not misleading. (j) The Lender is a bank, trust company, savings bank, national banking association, savings and loan association, building and loan association, mortgage banker, mortgage company, credit union, life insurance company, or other financial institution that actively provides or intends and has the capacity to provide service or otherwise aids in the financing of mortgages on single family residential housing located within the Eligible Loan Area, or is a holding company of any of the foregoing. (k) The Lender shall indemnify and hold harmless the Corporation Authority and the Administrator, and their officers, directors, and employees against liability for any and all claims, causes of action, costs, and expenses (including attorneys’ fees), judgments, fines, and penalties that may be related to or arise out of any violation of law or breach of this Agreement resulting from an act or omission of the Lender hereunder. (l) The Lender shall not establish a minimum principal amount for Loans to be originated hereunder, nor shall it refuse to originate a Loan on the basis of the proposed Loan’s size being uneconomical to the Lender. (m) The Lender acknowledges receipt of the Program Manual.

Representations, Warranties and Covenants of the Lender. The Lender represents and warrants to, and covenants with the Administrator and the CorporationDivision, that: (a) The : If other than an individual, the Lender is duly organized, validly existing, and in good standing under the laws governing its creation and existence and is duly authorized and qualified to transact in the State of Nevada (the “State”) any and all business contemplated by this Agreement and possesses all requisite authority, power, licenses, permits, and franchises to conduct its business and to execute, deliver, and comply with its obligations under the terms of this Agreement, the execution, delivery, and performance of which have been duly authorized by all necessary action. (b) . Neither the execution and delivery of this Agreement by the Lender nor the performance and compliance with the terms hereof by the Lender shall (i) if other than an individual, violate the instruments creating the Lender or governing its operations, or (ii) violate any laws that could have any material adverse effect whatsoever upon the validity, performance, or enforceability of any of the terms of this Agreement applicable to the Lender, or Lender or (iii) constitute a material default (or an event that, with notice or lapse of time or both, would constitute a material default) under, or result in the breach of, any material contract, agreement, or other instrument to which the Lender is a party or that may be applicable to the Lender or any of its assets. (c) . The execution and delivery of this Agreement by the Lender in the manner contemplated herein and the performance and compliance with the terms hereof by it do not require the consent or approval of any governmental authority or, if such consent or approval is required, it has been obtained. (d) . This Agreement, and all documents and instruments contemplated hereby that are executed and delivered by the Lender, constitute and shall constitute valid, legal, and binding obligations of the Lender, enforceable in accordance with their respective terms, except as the enforcement thereof may be limited by applicable debtor relief laws or the discretion of courts in the granting of equitable relief. (e) . The Lender shall comply with the applicable non-discrimination provisions of the Civil Rights Act of 1964 (78 Stat. 252), the regulations issued pursuant to such Actact, and Executive Order 11246, Equal Employment Opportunity, dated September 24, 1965, and Executive Order 11063, Equal Opportunity in Housing, and all applicable federal, State, and local non-discrimination laws. (f) . From time to time the Lender shall report, as more fully set forth in this Agreement, information relating to the its Loans to the Corporation, Division and the Internal Revenue Service, and the Administrator, Service and shall do every act and thing that may be necessary or required to perform its duties under the Program Documents. (g) . In connection with the transactions contemplated by the Program Documents, the Lender has not directly or indirectly contracted or entered into any agreement with any other Lender or any other person or institution (except the Corporation and the AdministratorDivision) with respect to any aspect of its participation in the Program, other than any agreement expressly authorized or permitted by this Agreement. (h) The . If other than an individual, the Lender agrees that, so long as it shall continue to serve in the capacity contemplated under the terms of the Program Documents, it shall remain in good standing under the laws governing its creation and existence and qualified under the laws of the State to do business in the State, and it shall not dissolve or otherwise dispose of all or substantially all of its assets. (i) . No information, certificate of an Officerofficer of the Lender, statement furnished in writing, or report required hereunder, delivered to the Administrator or the Corporation Division shall, to the knowledge of the Lender delivering same, contain any untrue statement of a material fact or omit to state a material fact necessary to make the information, certificate, statement, or report not misleading. (j) The Lender is a bank, trust company, savings bank, national banking association, savings and loan association, building and loan association, mortgage banker, mortgage company, credit union, life insurance company, or other financial institution that actively provides or intends and has the capacity to provide service or otherwise aids in the financing of mortgages on single family residential housing located within the Eligible Loan Area, or is a holding company of any of the foregoing. (k) . The Lender shall indemnify and hold harmless the Corporation Division and the Administrator, and their its officers, directors, and employees against liability for any and all claims, causes of action, costs, and expenses (including attorneys’ fees), judgments, fines, and penalties that may be related to or arise out of any violation of law or breach of this Agreement resulting from an act or omission of the Lender hereunder. (l) . The Lender shall not establish a minimum principal amount for Loans to be originated hereunder, nor shall it refuse to originate a Loan on the basis of the proposed Loan’s size being uneconomical to the Lender. The Lender represents that it is familiar and will comply with the Program and the Guidelines, as well as Section 25 of the Code and the related Regulations and other federal State law as may be applicable to the Program. The Lender acknowledges receipt of the Program Manual. The Lender acknowledges and agrees that repayment of any Loan made in conjunction with the Program is the responsibility of the Applicant and payment of such Loan does not constitute an indebtedness of the Division or a charge against its general credit or other assets or the general credit of other assets of the State. The Lender agrees that all appropriate staff will participate in education regarding the Program prior to processing a MCC and continuing education from time to time. In addition, the Lender hereby agrees that all appropriate staff will attend Division training sessions when Program changes are made, when the Lender hires new staff, or as deemed necessary by the Division.