TRUSTOR’S REPRESENTATIONS AND WARRANTIES Sample Clauses

TRUSTOR’S REPRESENTATIONS AND WARRANTIES. The Trustor hereby represents and warrants as follows (except as set forth in, and subject to the disclosures in, the Loan Agreement and the Schedules thereto):
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. Trustor represents and warrants to Trustee and Beneficiary as follows: (a) There are no leases or occupancy agreements affecting the Property except those leases and amendments listed on Exhibit B to the Assignment of Leases and Trustor has delivered to Beneficiary true, correct and complete copies of all leases, including amendments (collectively, "Existing Leases") and all guaranties and amendments of guaranties given in connection with the Existing Leases (the "Guaranties"). (b) There are no defaults by Trustor under the Existing Leases and Guaranties and, to the best knowledge of Trustor, except as may have been disclosed to Beneficiary in any tenant estoppel certificates delivered to Beneficiary in connection with the funding of the Loan, there are no material defaults by any tenants under the Existing Leases or any guarantors under the Guaranties. The Existing Leases and the Guaranties are in full force and effect. (c) To Trustor’s best knowledge, none of the tenants now occupying 10% or more of the Property or having a current lease affecting 10% or more of the Property is the subject of any bankruptcy, reorganization or insolvency proceeding or any other debtor-creditor proceeding. (d) No Existing Leases may be amended, terminated or canceled unilaterally by a tenant and no tenant may be released from its obligations, except in the event of (i) material damage to, or destruction of, the Property or (ii) condemnation.
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. Trustor represents and warrants to Trustee and Beneficiary as follows:
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. Trustor represents and warrants to Trustee and Beneficiary that all of the statements set forth in the third WHEREAS clause to this Amendment are true and correct.
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. Trustor represents and warrants that Trustor: (i) is fully aware of and clearly understands all of the terms and provisions contained in this Second Modification; (ii) has voluntarily, with full knowledge and without coercion or duress of any kind, entered into this Second Modification; (iii) is not relying on any representation, whether written or oral, express or implied, made by Beneficiary other than as set forth in this Second Modification; (iv) on its own initiative has made proposals to the Beneficiary, the terms of which are reflected by this Second Modification; and (v) has received actual and adequate consideration to enter into this Second Modification.
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. (a) Trustor represents and warrants that it has delivered to Beneficiary true and correct copies of all Trustor’s and Operating Lessee’s and Liable Party’s organizational documents and except for the Trustor Guaranty (as defined in Section 10.1(b)) and as expressly approved by Beneficiary in writing, there have been no changes in Trustor’s members or Operating Lessee’s members (“Trustor’s Constituents”) since the date that the Application was executed by Trustor and Strategic Hotels & Resorts Inc. and/or its legally permitted successors and assigns (“SHRI”) continues to Control (as defined in Section 10.4)
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. Trustor hereby represents and warrants that it shall not cause or permit and, to the best of its knowledge (after due inquiry), except as disclosed by Trustor to Beneficiary in the Environmental Disclosure form relating to the premises or in any environmental or soil reports, no other person has caused, suffered or permitted any Hazardous Materials to be dumped, placed, stored, held, located, used, manufactured, generated, leaked, discharged, released, seeped, emitted or disposed of into, from, on, under, above, around, in or at the Trust Property or any part thereof, and that no part of the Trust Property will be or, to the best of its knowledge (after due inquiry), has been used for the disposal, storage, treatment, processing, manufacturing, generation or other handling of Hazardous Materials.
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES. 1. The Trustor makes the following representations: (1) The loan funds provided by the Trustor is lawful and under the Trustor's ownership and control. (2) The Trustor has the right to conduct the activities hereunder according to the laws and policies of the People's Republic of China and to its regulations. (3) The Trustor's execution and performance of this Agreement is made on a voluntary basis with all necessary authorization and is a true indication of its will. The Trustor has finished all the procedures required for execution and performance hereof. (4) The Trustor decides the lender, purpose of loans, interest rate and loan term hereunder on its own determination. 2. The Trustor makes the following warranties: (1) The Trust will deposit self proprietary funds in the account for the funds of entrusted loan in accordance with Article 4 of this Agreement, and undertakes that the amount of the funds in such account will be no less than the amount of the funds to be withdrawn by the Borrower in accordance with this Agreement. (2) The Trustor will pay for the handling fee of the entrusted loan to the Lender in accordance with this Agreement.
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TRUSTOR’S REPRESENTATIONS AND WARRANTIES 
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Related to TRUSTOR’S REPRESENTATIONS AND WARRANTIES

  • DEBTOR'S REPRESENTATIONS AND WARRANTIES Debtor represents and warrants to Secured Party:

  • Assignor’s Representations and Warranties Assignor does hereby represent and warrant that the Purchase Agreement and the General Terms Agreement are in full force and effect as to Assignor and are enforceable against Assignor in accordance with their respective terms. Assignor does hereby further represent and warrant that Assignor has, with the authorized execution of the Consent and Agreement and the Engine Consent and Agreement, (i) received all necessary consents to the assignment and transfer contemplated herein (including without limitation the assignment and transfer contemplated herein of Assignor's rights under the Purchase Agreement and the General Terms Agreement) and (ii) assuming that the Consent and Agreement and the Engine Consent and Agreement are in full force and effect, such consents are in full force and effect and Assignor further represents and warrants that Assignor has not assigned (except as assigned hereby) or pledged (except pursuant to the 737 Purchase Agreement Assignment dated as of November 27, 1996 between Lessee and Manufacturer, the Lien of which will have been released at or prior to the delivery of this Agreement), and hereby covenants that it will not during the Term assign (except as assigned hereby) or pledge so long as this Assignment shall remain in effect, the whole or any part of the rights hereby assigned or any of its rights with respect to the Aircraft under the Purchase Agreement or with respect to the Engines under the General Terms Agreement not assigned hereby to anyone other than Assignee.

  • Vendor’s Representations and Warranties The Vendor represents and warrants to the Purchaser that:

  • Depositor’s Representations and Warranties The Depositor represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

  • Seller’s Representations and Warranties Seller represents and warrants to Purchaser that:

  • GRANTOR'S REPRESENTATIONS AND WARRANTIES Grantor warrants that: (a) this Agreement is executed at Borrower's request and not at the request of Lender; (

  • Licensor’s Representations and Warranties Licensor hereby represents and warrants to Licensee that: It is a company duly organized under the laws of the state of its organization and has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder; The execution and delivery of this Agreement by Licensor has been duly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by, and constitutes a valid and binding obligation of Licensor, enforceable against such party in accordance with the terms and conditions set forth in this Agreement, except as such enforcement is limited by bankruptcy, insolvency and other similar laws affecting the enforcement of creditors’ rights generally, and by general equitable or comparable principles; and The performing and mechanical reproduction rights to any musical works contained in each of the Included Programs, are either (i) controlled by ASCAP, BMI, SESAC or similar musical rights organizations, collecting societies or governmental entities having jurisdiction in the Territory, (ii) controlled by Licensor to the extent required for the licensing of the exhibition and/or manufacturing of copies of the Included Programs in accordance herewith or (iii) in the public domain. Licensor does not represent or warrant that Licensee may exercise the performing rights and/or mechanical reproduction rights in the music without obtaining a valid performance and/or mechanical reproduction license and without payment of a performing rights royalty, mechanical royalty or license fee, and if a performing rights royalty, mechanical royalty or license fee is required to be paid in connection with the exhibition or manufacturing copies of an Included Program, Licensee shall be responsible for the payment thereof and shall hold Licensor free and harmless therefrom. Licensor shall furnish Licensee with all necessary information regarding the title, composer, publisher, recording artist and master owner of such music.

  • Seller Representations and Warranties The Seller represents and warrants to the Purchaser as of the Closing Date: (a) The Seller is a New York corporation, validly existing and in good standing under the laws of the State of New York, and has the corporate power to own its assets and to transact the business in which it is currently engaged. The Seller is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the character of the business transacted by it or any properties owned or leased by it requires such qualification and in which the failure so to qualify would have a material adverse effect on the business, properties, assets, or condition (financial or other) of the Seller; (b) The Seller has the power and authority to make, execute, deliver, and perform this Agreement and all of the transactions contemplated by this Agreement, and has taken all necessary corporate action to authorize the execution, delivery, and performance of this Agreement. When executed and delivered, this Agreement will constitute the valid and legally binding obligation of the Seller enforceable in accordance with its terms; (c) The Seller is not required to obtain the consent of any other party or any consent, license, approval or authorization from, or registration or declaration with, any governmental authority, bureau, or agency in connection with the execution, delivery, performance, validity, or enforceability of this Agreement, except for any consents, licenses, approvals or authorizations, or registrations or declarations, that have been obtained or filed, as the case may be, before the Closing Date; (d) The execution, delivery, and performance of this Agreement by the Seller will not violate any provision of any existing law or regulation or any order or decree of any court applicable to the Seller or any provision of the certificate of incorporation or bylaws of the Seller, or constitute a material breach of any mortgage, indenture, contract, or other agreement to which the Seller is a party or by which the Seller may be bound; and (e) No litigation or administrative proceeding of or before any court, tribunal, or governmental body is currently pending, or to the knowledge of the Seller threatened, against the Seller or any of its properties or with respect to this Agreement or the Notes that in the opinion of the Seller has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Agreement. The representations and warranties in this Section shall survive the transfer of the Mortgage Loans to the Purchaser. The Seller shall cure a breach of any representations and warranties in accordance with the Sale and Servicing Agreement. The remedy specified in the Sale and Servicing Agreement shall constitute the sole remedy against the Seller respecting any breach.

  • INVESTOR’S REPRESENTATIONS AND WARRANTIES The Investor represents and warrants to the Company that as of the date hereof and as of the Commencement Date:

  • Owner’s Representations and Warranties Owner represents and warrants to each Pass Through Trustee, Subordination Agent and Mortgagee that:

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