SELLER REPRESENTATIONS & WARRANTIES. Seller represents and warrants to the Purchaser as follows as of the date hereof and as of each Closing Date:
SELLER REPRESENTATIONS & WARRANTIES. Each Seller hereby makes the following representations and warranties to the Purchaser with respect to itself only, severally and not jointly, as of the Closing Date:
SELLER REPRESENTATIONS & WARRANTIES. Except for the express representations and warranties contained in this Section 3, Seller expressly excludes all representations and warranties with respect to the Property and/or Transaction, express and implied, including, without limitation, the warranty of merchantability, the warranty of fitness for a particular purpose, and any warranties that may have arisen from course of dealing or usage of trade. Subject to the immediately preceding sentence (and as otherwise provided under this Agreement), Seller represents and warrants to Buyer as follows:
SELLER REPRESENTATIONS & WARRANTIES. 2. Seller is not a “foreign person” as defined in Internal Revenue Code Section 1445 and regulations issued thereunder. At closing Seller shall deliver a customary FIRPTA certificate, certifying same; If Seller fails to deliver the aforesaid certificate or if Buyer is not entitled under FIRPTA to rely on such certificate, Buyer shall deduct and withhold from the purchase price a sum equal to 10% thereof (or any lesser amount permitted by law) and shall at Closing remit the withheld amount with the required forms to the Internal Revenue Service.
SELLER REPRESENTATIONS & WARRANTIES. Seller hereby represents and warrants that Seller has good title to the Membership Interest conveyed herein and that Seller has no limitations on making such sale and assignment, such as any security interest, lien, or encumbrance. Seller has the consent of all required members, as evidenced by the Consent To Sale Of Membership Interest below. Additionally, Seller represents and warrants that the Operating Agreement in no way restricts or invalidates the sale of the Membership Interest to Buyer. Seller further represents and warrants that it will take any steps to perfect Buyer's receipt of the Membership interest in the LLC as required. Article 7 -
SELLER REPRESENTATIONS & WARRANTIES. Seller hereby represents and warrants that Seller has good title to the Stock conveyed herein and that the Stock is that of the Corporation, which is a duly organized corporation, and in good standing, under the laws of State of [Insert State Here]. Seller warrants that Seller has no limitations on making such sales, such as any security interest, lien, or encumbrance. Seller is not a party to any contract with regard to any third party rights in the Stock or voting in the Corporation as a result of the Stock. Additionally, Seller represents and warrants that there are no restrictions of any kind, including options, stock purchase agreements, or redemption agreements on the Stock. Seller further represents and warrants that it will take any steps to perfect Buyer's receipt of the Stock as required.
SELLER REPRESENTATIONS & WARRANTIES. Except as noted in paragraph 10.j, Seller and its owners acknowledge and represent as follows:
SELLER REPRESENTATIONS & WARRANTIES. The Owner will have received, as of the Servicing Transfer Date, a representation and warranty in connection with the Owner's purchase of the Mortgage Loan substantially to the effect that the related Mortgage Note and the related Mortgage at origination complied in all material respects with applicable state and federal laws, including all applicable predatory and abusive lending laws, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, or disclosure laws applicable to the Mortgage Loan.
