Representations, Warranties and Covenants of Seller. (a) The Seller hereby represents and warrants to and covenants with the Purchaser, as of the date hereof, that:
Representations, Warranties and Covenants of Seller. The representations and warranties of Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date except for representations and warranties that speak as of a specific date or time other than the Closing Date (which need only be true and correct in all material respects as of such date or time), the covenants and agreements of Seller to be performed on or before the Closing Date in accordance with this Agreement shall have been duly performed in all material respects, and Buyer shall have received at the Closing a certificate to that effect dated the Closing Date and validly executed on behalf of Seller.
Representations, Warranties and Covenants of Seller. The Seller makes the following representations, warranties and covenants on which the Trust is deemed to have relied in acquiring the Trust Property. The representations, warranties and covenants speak as of the Closing Date in the case of the Initial Receivables and the other Trust Property related thereto, and as of the related Subsequent Transfer Date in the case of the Subsequent Receivables and the other Trust Property related thereto, and shall survive the sale of the Trust Property to the Trust and the pledge thereof by the Trust to the Indenture Trustee pursuant to the Indenture:
Representations, Warranties and Covenants of Seller. 2.1 As an inducement for Purchaser to enter into this Agreement, as of the date hereof and as of the Issue Date, Seller represents, warrants, and agrees as follows:
Representations, Warranties and Covenants of Seller. On and as of the Closing Date, Seller shall have duly and timely performed each and every material agreement to be performed by Seller hereunder and Seller’s representations and warranties set forth in this Agreement shall be true and correct in all material respects.
Representations, Warranties and Covenants of Seller. The representations and warranties of the Seller contained herein and any other documents delivered by the Seller in connection with this Agreement shall be true and correct in all material respects at the Closing; and the Seller shall have performed all obligations and complied with all agreements, undertakings, covenants and conditions required by this Agreement to be performed or complied with by it or prior to the Closing.
Representations, Warranties and Covenants of Seller. Seller represents and warrants to Purchaser that Seller will have at closing good and indefeasible fee simple title to the Subject Property free and clear of all liens, encumbrances, covenants, restrictions, rights-of-way, easements, and any other matters affecting title to the Subject Property except for the Permitted Exceptions. Seller further covenants and agrees with Purchaser that, from the date hereof until the closing, Seller shall not sell, assign, or convey any right, title, or interest whatsoever in or to the Subject Property, or create or permit to exist any lien, security interest, easement, encumbrance, charge, or condition affecting the Subject Property (other than the Permitted Exceptions) without promptly discharging the same prior to closing. Seller hereby further represents and warrants to Purchaser, to the best of Seller's knowledge, as follows:
Representations, Warranties and Covenants of Seller. Seller hereby represents and warrants to Purchaser as follows:
Representations, Warranties and Covenants of Seller. Seller represents, warrants and covenants to Buyer as follows:
Representations, Warranties and Covenants of Seller. Seller shall have duly performed in all material respects each and every covenant and agreement hereunder to be performed by Seller on or prior to the Closing Date except for immaterial covenants and agreements which cannot be cured, and the Seller Warranties contained in this Agreement (a) that are not qualified by materiality, shall be true and correct in all material respects as of the Closing Date as if made on the Closing Date other than such representations and warranties that expressly speak only as of a specific date or time, which will be true and correct in all material respects as of such specified date or time, and (b) that are qualified by materiality, shall be true and correct as of the Closing Date as if made on the Closing Date other than such representations and warranties that expressly speak only as of a specific date or time, which will be true and correct as of such specified date or time; provided, however, that the representation set forth in clause (ii) of Section 12.3.4 that expressly speaks as of September 1, 2011, shall be true and correct in all material respects as of the first day of the month in which the Closing occurs.