Common use of REPRESENTATIONS BY CUSTOMER Clause in Contracts

REPRESENTATIONS BY CUSTOMER. Customer represents and warrants to Bank that: (a) It is a corporation or other entity duly incorporated or organized, validly existing, and in good standing under the laws of the state of its incorporation or organization, or a sole proprietorship; (b) The execution, delivery and performance by Customer of this Agreement are within Customer’s powers, have been duly authorized by all necessary action and do not contravene Customer’s bylaws, charter or other governing documents or any law or contractual restriction; (c) No authorization, approval or other action by, and no notice to or filing with any governmental authority or regulatory body is required for the execution, delivery and performance by Customer of this Agreement; (d) This Agreement constitutes the legal, valid and binding obligation of Customer, enforceable against Customer in accordance with the terms of this Agreement; (e) The financial statements provided by Customer to Bank were when delivered, and remain true, accurate and complete; and, (f) No information furnished by Customer to Bank in connection with this Agreement or the implementation of the Service is inaccurate in any respect, contains any material misstatement of fact, or omits any fact necessary to make such statements not misleading. Customer agrees to promptly notify Bank if any of the representations or warranties were, when made, or become untrue or if Customer experiences any material adverse change in its business, financial condition, results or operations or prospects.

REPRESENTATIONS BY CUSTOMER. Customer represents and warrants to Bank that: (a) It is a corporation or other entity duly incorporated or organized, validly existing, and in good standing under the laws of the state of its incorporation or organization, or a sole proprietorship; (b) The execution, delivery and performance by Customer of this Agreement and the Security Agreement are within Customer’s powers, have been duly authorized by all necessary action and do not contravene Customer’s bylaws, charter or other governing documents or any law or contractual restriction; (c) No authorization, approval or other action by, and no notice to or filing with any governmental authority or regulatory body is required for the execution, delivery and performance by Customer of this Agreement or the Security Agreement; (d) This Agreement constitutes the legal, valid and binding obligation of Customer, enforceable against Customer in accordance with the terms of this Agreement; (e) The financial statements provided by Customer to Bank were when delivered, and remain true, accurate and complete; and, (f) No information furnished by Customer to Bank in connection with this Agreement or the implementation of the Service is inaccurate in any respect, contains any material misstatement of fact, or omits any fact necessary to make such statements not misleading. Customer agrees to promptly notify Bank if any of the representations or warranties were, when made, or become untrue or if Customer experiences any material adverse change in its business, financial condition, results or operations or prospects.