Common use of Representatives and Warranties Clause in Contracts

Representatives and Warranties. You and the Bank respectively represent, warrant, and covenant that; (i) each is duly organized, validly existing, and in good standing in its state or organization; (ii) the execution, delivery and performance of this Agreement are within their respective powers, have been duly and validly authorized, and do not contravene their respective charters, by- Laws, or any indenture agreement, undertaking, Law or order binding them; (iii) no approval, consent or authorization of any government authority not obtained prior to the date hereof is necessary for execution, delivery or performance of this Agreement; (iv) upon execution and delivery this Agreement will be a valid and binding obligation of you and the Bank enforceable with its terms; and (v) you will perform its obligations under this Agreement in accordance with all applicable Laws, including, but not limited to, the Laws administered by the Office of Foreign Assets Control (“OFAC”)Law and the Financial Crimes Enforcement Network (“FinCEN”)Law. EXCEPT AS PROVIDED HEREIN OR REQUIRED BY LAW, THE BANK MAKES NO REPRESENTATIONS, WARRANTIES, AGREEMENTS, OR GUARANTEES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AS TO ANY ITEMS OR SERVICES HEREUNDER; ANY WARRANTIES UNDER THE WEST VIRGINIA UNIFORM COMMERCIAL CODE; OR ANY REPRESENTATION AS TO COMPLIANCE WITH THE ELECTRONIC FUNDS TRANSFER ACT, REGULATION E OF THE FEDERAL RESERVE BOARD OR ANY STATE ELECTRONIC FUNDS TRANSFER STATUE OR REGULATION. NO WARRANTIES EXTEND BEYOND THE FACE OF THIS AGREEMENT.

Representatives and Warranties. You and the Bank respectively represent, warrant, and covenant that; (i) each is duly organized, validly existing, and in good standing in its state or organization; (ii) the execution, delivery and performance of this Agreement are within their respective powers, have been duly and validly authorized, and do not contravene their respective charters, by- Laws, or any indenture agreement, undertaking, Law or order binding them; (iii) no approval, consent or authorization of any government authority not obtained prior to the date hereof is necessary for execution, delivery or performance of this Agreement; (iv) upon execution and delivery this Agreement will be a valid and binding obligation of you and the Bank enforceable with its terms; and (v) you will perform its obligations under this Agreement in accordance with all applicable Lawslaws, including, but not limited to, the Laws administered by the Office of Foreign Assets Control (“OFAC”)Law and the Financial Crimes Enforcement Network (“FinCEN”)Law. EXCEPT AS PROVIDED HEREIN OR REQUIRED BY LAW, THE BANK MAKES NO REPRESENTATIONS, WARRANTIES, AGREEMENTS, OR GUARANTEES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AS TO ANY ITEMS OR SERVICES HEREUNDER; ANY WARRANTIES UNDER THE WEST VIRGINIA UNIFORM COMMERCIAL CODE; OR ANY REPRESENTATION AS TO COMPLIANCE WITH THE ELECTRONIC FUNDS TRANSFER ACT, REGULATION E OF THE FEDERAL RESERVE BOARD OR ANY STATE ELECTRONIC FUNDS TRANSFER STATUE OR REGULATION. NO WARRANTIES EXTEND BEYOND THE FACE OF THIS AGREEMENT.