Representations and Warranties to Collateral Agent Holder Covenants Sample Clauses

Representations and Warranties to Collateral Agent Holder Covenants. Section 14.01. Representations And Warranties 116 Section 14.02. Covenants 117 ARTICLE 15 THE COLLATERAL AGENT, THE CUSTODIAL AGENT AND THE SECURITIES INTERMEDIARY Section 15.01. Appointment, Powers and Immunities 117 Section 15.02. Instructions of the Company 119 Section 15.03. Reliance by Collateral Agent, Custodial Agent and Securities Intermediary 119 Section 15.04. Certain Rights 120 Section 15.05. Merger, Conversion, Consolidation or Succession to Business 121 Section 15.06. Rights in Other Capacities 121 Section 15.07. Non-reliance on the Collateral Agent, Custodial Agent and Securities Intermediary 121 Section 15.08. Compensation And Indemnity 122 Section 15.09. Failure to Act 122 Section 15.10. Resignation of Collateral Agent, the Custodial Agent and the Securities Intermediary 123 Section 15.11. Right to Appoint Agent or Advisor 124 Section 15.12. Survival 124 Section 15.13. Exculpation 124 Section 15.14. Expenses, Etc. 125 ARTICLE 16
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Representations and Warranties to Collateral Agent Holder Covenants. Section 14.01. Representations and Warranties 110 Section 14.02. Covenants 111 ARTICLE 15 THE COLLATERAL AGENT, THE CUSTODIAL AGENT AND THE SECURITIES INTERMEDIARY Section 15.01. Appointment, Powers and Immunities 111 Section 15.02. Instructions of the Company 113 Section 15.03. Reliance by Collateral Agent, Custodial Agent and Securities Intermediary 113 Section 15.04. Certain Rights 113 Section 15.05. Merger, Conversion, Consolidation or Succession to Business 114 Section 15.06. Rights in Other Capacities 114 Section 15.07. Non-reliance on the Collateral Agent, Custodial Agent And Securities Intermediary 114 Section 15.08. Compensation and Indemnity 115 Section 15.09. Failure to Act 115 Section 15.10. Resignation of Collateral Agent, the Custodial Agent and the Securities Intermediary 116 Section 15.11. Right to Appoint Agent or Advisor 117 Section 15.12. Survival 118 Section 15.13. Exculpation 118 Section 15.14. Expenses, Etc 118 Section 15.15. Force Majeure 118 ARTICLE 16 MISCELLANEOUS Section 16.01. Security Interest Absolute 119 Section 16.02. Notice of Termination Event 119 Section 16.03. PATRIOT ACT 119 EXHIBITS Exhibit A — Form of Corporate Units Certificate Exhibit B — Form of Treasury Units Certificate Exhibit C — Instruction to Purchase Contract Agent From Holder (To Create Treasury Units or Corporate Units) Exhibit D — Notice from Purchase Contract Agent to Holders Upon Termination Event (Transfer of Collateral upon Occurrence of a Termination Event) Exhibit E — Notice to Settle with Cash Exhibit F — Instruction from Purchase Contract Agent to Collateral Agent (Creation of Treasury Units) Exhibit G — Instruction from the Collateral Agent to the Securities Intermediary (Creation of Treasury Units) Exhibit H — Instruction from Purchase Contract Agent to Collateral Agent (Recreation of Corporate Units) Exhibit I — Instruction from Collateral Agent to Securities Intermediary (Recreation of Corporate Units) Exhibit J — Notice to Settle with Cash from Purchase Contract Agent to Collateral Agent (Cash Settlement Amounts) Exhibit K — Instruction to Custodial Agent Regarding Remarketing Exhibit L — Instruction to Custodial Agent Regarding Withdrawal from Remarketing Exhibit M — Notice to Settle with Cash After Failed Final Remarketing Exhibit N — Notice from Purchase Contract Agent to Collateral Agent (Settlement with Separate Cash) Exhibit O — Notice of Settlement with Separate Cash from Securities Intermediary to Purchase Contract Agent (Settlement w...
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Representations and Warranties to Collateral Agent Holder Covenants. Section 14.01 . Representations And Warranties 115 Section 14.02 . Covenants 116 ARTICLE 15 THE COLLATERAL AGENT, THE CUSTODIAL AGENT AND THE SECURITIES INTERMEDIARY Section 15.01 . Appointment, Powers and Immunities 117 Section 15.02 . Instructions of the Company 118 Section 15.03 . Reliance by Collateral Agent, Custodial Agent and Securities Intermediary 119 Section 15.04 . Certain Rights 120 Section 15.05 . Merger, Conversion, Consolidation or Succession to Business 120 Section 15.06 . Rights in Other Capacities 120
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Representations and Warranties to Collateral Agent Holder Covenants 
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Related to Representations and Warranties to Collateral Agent Holder Covenants

  • Representations and Warranties of the Collateral Agent The Collateral Agent in its individual capacity and as Collateral Agent represents and warrants as follows:

  • Representations and Warranties of the Grantor The Grantor represents --------------------------------------------- and warrants to the Grantee that: (a) the Grantor is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to enter into and perform this Agreement; (b) the execution and delivery of this Agreement by the Grantor and the consummation by it of the transactions contemplated hereby have been duly authorized by the Board of Directors of the Grantor and this Agreement has been duly executed and delivered by a duly authorized officer of the Grantor and constitutes a valid and binding obligation of the Grantor, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors' rights and to general equity principles; (c) the Grantor has taken all necessary corporate action to authorize and reserve the Shares issuable upon exercise of the Option and the Shares, when issued and delivered by the Grantor upon exercise of the Option, will be duly authorized, validly issued, fully paid and non-assessable and free of any lien, security interest or other adverse claim and free of any preemptive rights; (d) except as otherwise required by the HSR Act, the execution and delivery of this Agreement by the Grantor and the consummation by it of the transactions contemplated hereby do not require the consent, waiver, approval or authorization of or any filing with any person or public authority and will not violate, require a consent or waiver under, result in a breach of or the acceleration of any obligation under, or constitute a default under, any provision of any charter or by-law, indenture, mortgage, lien, lease, agreement, contract, instrument, order, law, rule, regulation, stock market rule, judgment, ordinance, decree or restriction by which the Grantor or any of its subsidiaries or any of their respective properties or assets is bound; and (e) no "fair price", "moratorium", "control share acquisition" or other form of anti-takeover statute or regulation is or shall be applicable to the acquisition of Shares pursuant to this Agreement.

  • Representations and Warranties of the Collateral Custodian The Collateral Custodian in its individual capacity and as Collateral Custodian represents and warrants as follows:

  • Representations and Warranties of Loan Parties Each of the Loan Parties represents and warrants as follows:

  • Representations and Warranties in Loan Documents All representations and warranties made by the Borrower in the Loan Documents to which it is a party are true and correct in all material respects as of the date of this Agreement and as of any date that Borrower is deemed to reaffirm the same under this Agreement (unless stated to relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date).

  • Representations and Warranties of the Placement Agent The Placement Agent represents and warrants to the Company as follows:

  • Representations and Warranties of Each Pledgor Each Pledgor jointly and severally represents and warrants to the Pledgee (which representations and warranties shall be deemed to continue to be made until all of the Indebtedness has been paid in full and each Document and each agreement and instrument entered into in connection therewith has been irrevocably terminated) that:

  • Representations and Warranties of the Loan Parties Each Loan Party represents and warrants as follows:

  • Representations and Warranties in Credit Agreement The representations and warranties of the Borrower contained in the Credit Agreement were true and correct as of the date made and are also true on and as of the date hereof and with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

  • REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE COLLATERAL With respect to the Collateral, Grantor represents and promises to Lender that:

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