Representations and Warranties Respecting the Seller. The Seller represents, warrants and covenants to the Purchaser as of the Initial Closing Date and each subsequent Closing Date or as of such date specifically provided herein or in the applicable Assignment and Conveyance:
Representations and Warranties Respecting the Seller. The Seller represents, warrants and covenants to the Purchaser that, as of the Closing Date:
Representations and Warranties Respecting the Seller. Each of the Sellers (referred to individually in this Section 3.01 as the “Seller”) hereby represents, warrants and covenants solely with respect to itself to the Purchaser that, as of the date hereof:
Representations and Warranties Respecting the Seller. The Seller represents, warrants and covenants to Countrywide that, as of the related Closing Date and the related Servicing Transfer Date:
Representations and Warranties Respecting the Seller. 1. The Seller is a California corporation duly organized, validly existing and in good standing under the laws of California. The Seller has all licenses necessary to carry out its business as now being conducted, and is licensed and qualified to transact business in and is in good standing under the laws of each state in which any Mortgaged Property is located or is otherwise exempt under applicable law from such licensing or qualification or is otherwise not required under applicable law to effect such licensing or qualification and no demand for such licensing or qualification has been made upon the Seller by any such state, and in any event the Seller is in compliance with the laws of any such state to the extent necessary to ensure the enforceability of each Mortgage Loan and the servicing of the Mortgage Loans in accordance with the terms of this Agreement. No licenses or approvals obtained by the Seller have been suspended or revoked by any court, administrative agency, arbitrator or governmental body and no proceedings are pending which might result in such suspension or revocation;
Representations and Warranties Respecting the Seller. (a) The Seller represents, warrants and covenants as of the date hereof (the “Reconstitution Date”) that:
Representations and Warranties Respecting the Seller. The Seller represents and warrants to the Purchaser as of the date of this Agreement and the Closing Date: (a) Due Organization and Good Standing. Seller is duly incorporated, validly existing, and in good standing under the laws of the State of California, with full power and authority to conduct its business as it is being conducted, and to perform all of its obligations under this Agreement and the Ancillary Agreements to which it is a party. Each of Seller’s Subsidiaries is a limited partnership, limited liability company or corporation, as the case may be, duly organized, validly existing and in good standing under the laws of its jurisdiction of organization. Each of Seller and its Subsidiaries is duly qualified to do business and is in good standing under the laws of each jurisdiction that requires such qualification, except for those jurisdictions where the failure to be so qualified would not have, individually or in the aggregate, a Material Adverse Effect. Each such jurisdiction is listed on Schedule 3.1 of the Asset Purchase Agreement. Seller and its employees, agents and other personnel have, and at all relevant times have had, in full force and effect (without notice of possible suspension, revocation or impairment) all required qualifications, permits, approvals, licenses, and registrations to conduct all activities in all states in which their activities with respect to the Mortgage Assets require them to have such qualifications, permits, approvals, licenses, and registrations. (b)
Representations and Warranties Respecting the Seller. 2.1 The Seller has full right, power and authority to sell the sale shares and sale claims as contemplated by this agreement. They have waived their respective rights of pre-emption in respect of the sale shares and sale claims to the extent required, alternatively they hereby waive same.
Representations and Warranties Respecting the Seller. ..16 Subsection 7.02. Representations and Warranties Regarding Individual Loans...................................................19 Subsection 7.03. Remedies for Breach of Representations and Warranties...31 Subsection 7.04. Reserved................................................33 Subsection 7.05. Repurchase of Certain Loans.............................33 Subsection 7.06. Purchase Price Protection...............................33 SECTION 8. Closing.......................................................33
Representations and Warranties Respecting the Seller. 7.02 Representations and Warranties Regarding Individual Mortgage Loans................................................
