Merchant Representations, Warranties and Covenants Sample Clauses

Merchant Representations, Warranties and Covenants. Merchant hereby represents, warrants and covenants in favor of Agent as follows:
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
Merchant Representations, Warranties and Covenants. Merchant represents, warrants and covenants that (a) it has not been terminated by any other Card processor or bank with respect to the processing of Card transactions; (b) no Card transaction shall be for the purpose of obtaining or providing cash or a cash advance to Merchant or to Merchant’s employees, owners or customers; (c) Merchant shall not engage in accepting mail orders or telephone orders or engage in Internet or electronic commerce transactions for processing of Card transactions pursuant to this Agreement without Bank’s prior written approval; and (d) all Card transactions shall be originated by Merchant in a bonafide transaction in which Merchant has sold or leased goods or services directly to customers who have presented their Card for use in payment thereof. As a condition to transmitting any Item to Bank, Merchant hereby continuously warrants, covenants and represents compliance with all of the representations, warranties and covenants contained in this Agreement, the Operating Manual, the Operating Regulations, and applicable law, rules and regulations. Bank may charge back any Item at any time where a breach of any representation, warranty or covenant exists with respect to such Item. Merchant shall not submit any Item which is not a bonafide, direct sale transaction between the Merchant and the cardholder in the Merchant’s ordinary course of business (Merchant shall not submit any Card transactions arising from or with an agent or representative of Merchant unless approved in advance in writing by Bank), or which is (a) a transaction between a cardholder and an entity or source other than Merchant, (b) a fraudulent transaction or (c) a duplicate transaction. Merchant shall not submit a credit Item for which there is no corresponding sales Item. A credit Item shall not exceed the amount of the corresponding sales Item. Merchant has and shall retain all required licenses and qualifications to sell its products and services and perform its obligations under this Agreement and shall comply with applicable law. Merchant is responsible for the actions of its employees, agents and representatives (whether or not acting within the scope of their duties). Merchant shall provide business and financial information promptly upon Bank’s request. Merchant shall notify Bank at least thirty (30) days in advance of any material change in name, jurisdiction, type of organization, location, ownership, nature of business (including, without limitation, mo...
Sample 1Sample 2
Merchant Representations, Warranties and Covenants. As a condition to transmitting any item to us, you hereby continuously warrant, covenant and represent compliance with all of the representations, warranties and covenants contained in this Agreement, the Operating Manual, the Operating Regulations, and applicable law. Bank may block the transactions or close terminals of Merchant without prior notice for breaches or suspected breaches of this Section, for other reasonable cause and in the event of termination of this Agreement. Merchant agrees that obtaining authorization for any Card transaction does not constitute a guarantee of payment to Merchant and does not relieve Merchant of liability for Chargebacks. Merchant will not submit any item which is (i) not a bona fide, direct sales transaction between the Merchant and the cardholder in the Merchant’s ordinary course of business (not including any transactions with an agent or representative of Merchant unless approved in advance by Bank) or (ii) a transaction between a cardholder and an entity or source other than Merchant or (iii) is a fraudulent transaction. Merchant is responsible for the actions of its employees and agents. Bank may charge back any item at any time where a breach of any representation, warranty or covenant exists with respect to such item. Merchant will comply with applicable law. Merchant will provide business and financial information upon Bank’s request and will notify Bank of any material change in name, location, ownership, nature of business, sale of products and/or services not related to its current business or any change in information furnished on any application or other information submitted to Bank. Merchant understands and agrees that any independent sales organization or member service provider (ISO/MSP) is an independent contractor and is not an agent of Bank. Any ISO/MSP must comply with Operating Regulations. No ISO/MSP has any authority to execute this Agreement or alter its terms.
Sample 1Sample 2
Merchant Representations, Warranties and Covenants. 8.1. Merchant hereby represents and warrants that:
Sample 1
Merchant Representations, Warranties and Covenants. 9.1 Merchant hereby represents, warrants, covenants and agrees with Flexiti as follows:
Sample 1
Merchant Representations, Warranties and Covenants. (a) Xxxxxxxx agrees that it shall:
Sample 1

Related to Merchant Representations, Warranties and Covenants

  • Company Representations, Warranties and Covenants The Company hereby represents, warrants and agrees as follows:

  • Representations, Warranties and Covenants The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that:

  • Perfection Representations, Warranties and Covenants The Seller hereby makes the perfection representations, warranties and covenants set forth on Schedule B hereto to the Issuer and the Issuer shall be deemed to have relied on such representations, warranties and covenants in acquiring the Receivables.

  • Seller’s Representations, Warranties and Covenants Seller hereby represents, warrants and covenants to Buyer as follows:

  • CERTAIN REPRESENTATIONS, WARRANTIES AND COVENANTS 2.1. The Company represents and warrants that the Policies are or will be registered under the 1933 Act or are exempt from or not subject to registration thereunder, and that the Policies will be issued, sold, and distributed in compliance in all material respects with all applicable state and federal laws, including without limitation the 1933 Act, the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the 1940 Act. The Company further represents and warrants that it is an insurance company duly organized and in good standing under applicable law and that it has legally and validly established the Account as a segregated asset account under applicable law and has registered or, prior to any issuance or sale of the Policies, will register the Accounts as unit investment trusts in accordance with the provisions of the 1940 Act (unless exempt therefrom) to serve as segregated investment accounts for the Policies, and that it will maintain such registration for so long as any Policies are outstanding. The Company shall amend the registration statements under the 1933 Act for the Policies and the registration statements under the 1940 Act for the Accounts from time to time as required in order to effect the continuous offering of the Policies or as may otherwise be required by applicable law. The Company shall register and qualify the Policies for sales in accordance with the securities laws of the various states only if and to the extent deemed necessary by the Company.

  • Buyer’s Representations, Warranties and Covenants Buyer represents, warrants and covenants:

  • THE COMPANY’S REPRESENTATIONS, WARRANTIES AND COVENANTS The Company hereby acknowledges, agrees with and represents, warrants and covenants to the Subscriber, as follows:

  • INVESTOR'S REPRESENTATIONS, WARRANTIES AND COVENANTS The Investor represents and warrants to the Company, and covenants, that:

  • Compliance with Representations, Warranties and Covenants The representations and warranties made by Buyer in this Agreement shall have been true and correct when made and shall be true and correct in all material respects at the Closing with the same force and effect as if made at the Closing, and Buyer shall have performed all agreements, covenants and conditions required to be performed by Buyer prior to the Closing.

  • Purchaser’s Representations, Warranties and Covenants In order to induce the Issuer to sell and issue the Securities to the Purchaser under one or more exemptions from registration under the Securities Act, the Purchasers, severally and not jointly, represent and warrant to the Issuer, and covenant with the Issuer, that:

Time is Money Join Law Insider Premium to draft better contracts faster.