REPRESENTATIONS AND WARRANTIES CONCERNING RIGHTS Sample Clauses

REPRESENTATIONS AND WARRANTIES CONCERNING RIGHTS. Mortgagor represents and warrants that: (a) Mortgagor is and/or, except with respect to Permitted Dispositions (as defined in the Loan Agreement), will be the lawful owner of all of the Rights; (b) Mortgagor has the right to collaterally assign and pledge all such Rights to Mortgagee subject to all applicable racing laws and gaming laws; (c) other than Permitted Liens (as defined in the Loan Agreement), Mortgagor has not granted any previous security interests and has not otherwise encumbered any of Mortgagor’s Rights; (d) to the extent applicable, all of Mortgagor’s Rights that consist of or give rise to obligations of third parties, represent and/or will at all times continue to represent bona fide obligations of the obligors thereunder, free of any offset, compensation, deduction or counterclaim. The collateral assignment and pledge of Mxxxxxxxx’s Rights are binding upon Mxxxxxxxx, as well as Mxxxxxxxx’s heirs, successors, representatives and assigns, and are legally enforceable in accordance with the foregoing terms and conditions. Nothing in this Mortgage shall be construed to impose any obligation, responsibility, or liability on Mortgagee or its agents to prosecute any of the Rights hereunder or to perform or carry out any of the obligations, duties, responsibilities, or liabilities of Mortgagor under or in connection with the Rights, it being understood and agreed that the collateral assignment and pledge of, and security interest in, the Rights is a collateral assignment and pledge of, and grant of a security interest in, rights only and not of any obligations, duties, responsibilities, or liabilities. Mortgagee does not assume any responsibility for any covenants of Mortgagor in connection with any of the Rights. Mortgagor hereby agrees to indemnify and defend Mortgagee, and its officers, directors, employees, and agents and to hold them harmless from any cost, expense, liability, loss, or damage, including, without limitation, reasonable attorneys’ fees for which an invoice has been delivered to Mortgagee, which may or might be incurred by them by reason of the collateral assignment and pledge of, and the grant of a security interest in, the Rights in this Mortgage. The obligation set forth herein to indemnify, defend, and hold such parties harmless shall be secured by this Mortgage. Mortgagor does hereby name, constitute, and appoint Mortgagee and Mortgagee’s agents as Mortgagor’s true and lawful agent and attorney-in-fact with full power of su...
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REPRESENTATIONS AND WARRANTIES CONCERNING RIGHTS. Mortgagor represents, warrants, and covenants to Mortgagee as follows with respect to the aforesaid Rights:
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Related to REPRESENTATIONS AND WARRANTIES CONCERNING RIGHTS

  • Representations and Warranties Concerning the Purchaser As of the date hereof and as of the Closing Date, the Purchaser represents and warrants to the Mortgage Loan Seller as follows:

  • REPRESENTATIONS AND WARRANTIES CONCERNING THE COMPANY The Company and Seller jointly and severally represent and warrant to the Purchaser that the statements contained in this Section 5 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 5).

  • Representations and Warranties Concerning the Seller As of the date hereof and as of the Closing Date, the Seller represents and warrants to the Purchaser as to itself in the capacity indicated as follows:

  • Representations and Warranties Concerning Accounts With respect to the Accounts, Borrower represents and warrants to Lender: (a) Each Account represented by Borrower to be an Eligible Account for purposes of this Agreement conforms to the requirements of the definition of an Eligible Account; (b) All Account information listed on schedules delivered to Lender will be true and correct, subject to immaterial variance; and (c) Lender, its assigns, or agents shall have the right at any time and at Borrower's expense to inspect, examine, and audit Borrower's records and to confirm with Account Debtors the accuracy of such Accounts.

  • Representations and Warranties Concerning the Transaction (a) Representations and Warranties of the Seller (b) Representations and Warranties of the Buyer

  • Representations and Warranties Concerning the Mortgage Loans The Indenture Trustee, as pledgee of the Mortgage Loans, has the benefit of the representations and warranties made by the Seller in Section [____] and Section [____] of the Mortgage Loan Purchase Agreement concerning the Mortgage Loans and the right to enforce the remedies against the Seller provided in such Section [____] or Section [____] to the same extent as though such representations and warranties were made directly to the Indenture Trustee.

  • Representations and Warranties Concerning the Depositor The Depositor hereby represents and warrants to the Trustee, the Master Servicer and the Securities Administrator as follows:

  • Representations and Warranties Concerning Collateral, Etc The Company further represents and warrants to the Secured Party as follows: (a) the Company is the owner of or has other rights in or power to transfer the Collateral, free from any right or claim of any person or any adverse lien, except for the security interest created by this Agreement and the Permitted Liens, (b) none of the account debtors or other persons obligated on any of the Collateral is a governmental authority covered by the Federal Assignment of Claims Act or like federal, state or local statute or rule in respect of such Collateral, (c) the Company holds no commercial tort claim except as indicated on the Company's Perfection Certificate, (d) all other information set forth on the Company's Perfection Certificate pertaining to the Collateral is accurate and complete, and (e) there has been no change in any of such information since the date on which the Company's Perfection Certificate was signed by the Company.

  • Representations and Warranties Correct The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects when made, and shall be true and correct in all material respects on the Closing Date, or the Subsequent Closing Date, as the case may be, with the same force and effect as if they had been made on and as of said date.

  • Representations and Warranties; Etc Each Obligor hereby affirms: (a) that as of the date of execution and delivery of this First Amendment, all of the representations and warranties contained in each Loan Document to which such Obligor is a party are true and correct in all material respects as though made on and as of the First Amendment Effective Date (unless made as of a specific earlier date, in which case, was true as of such date); and (b) that after giving effect to this First Amendment and to the transactions contemplated hereby, no Defaults exist under the Loan Documents or will exist under the Loan Documents.

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