Representations and Warranties of the Collateral Custodian Clause Samples

Representations and Warranties of the Collateral Custodian. The Collateral Custodian in its individual capacity and as Collateral Custodian represents and warrants as follows:
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Representations and Warranties of the Collateral Custodian. The Collateral Custodian represents and warrants, as of the Closing Date and as of each Cut-Off Date, as follows:
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Representations and Warranties of the Collateral Custodian. 8687 Section 4.5.
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Representations and Warranties of the Collateral Custodian. 8386 Section 4.5. Representations and Warranties of the Seller. 8487 ARTICLE
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Representations and Warranties of the Collateral Custodian. The initial Servicer represents and warrants, as of the Closing Date and the Loan Date, as follows:
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Representations and Warranties of the Collateral Custodian. 107108 Section 4.6. Representations and Warranties of the Equityholder. 108
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Representations and Warranties of the Collateral Custodian. The Collateral Custodian in its individual capacity and as Collateral Custodian represents and warrants to the Administrative Agent and the Lenders that: (a) The Collateral Custodian is duly organized and validly existing in good standing as a national banking association under the laws of the United States of America. (b) The Collateral Custodian has the power and authority to execute and deliver this Agreement and all of the other Transaction Documents to which it is a party and to perform its obligations as Collateral Custodian under this Agreement and all of the other Transaction Documents to which it is a party and has taken all necessary action to authorize such execution, delivery and performance. (c) The execution, delivery and performance by the Collateral Custodian of this Agreement and the other Transaction Documents to which it is a party do not violate or conflict with any Applicable Law, any contractual restrictions binding on or affecting it or any of its assets or any provision of its Governing Documents. (d) All governmental and other consents that are required to have been obtained by the Collateral Custodian with respect to its execution, delivery and performance of this Agreement and each other Transaction Document to which it is a party have been obtained and are in full force and effect, and the Collateral Custodian has complied with all conditions of any such consents. (e) Each of this Agreement and each other Transaction Document to which the Collateral Custodian is a party constitutes a legal, valid and binding agreement of the Collateral Custodian, enforceable against the Collateral Custodian in accordance with such agreement’s respective terms (subject to applicable bankruptcy, reorganization, insolvency, moratorium or similar laws affecting creditors’ rights generally and subject, as to enforceability, to equitable principles of general application (regardless of whether enforcement is sought in a proceeding in equity or at law)). (f) There is not pending or, to the Collateral Custodian’s knowledge, threatened against it any action, suit or proceeding at law or in equity or before any Governmental Authority that is likely to affect the legality, validity or enforceability against it of this Agreement or any other Transaction Document to which it is a party or its ability (as a matter of law) to perform its obligations under this Agreement or any such other Transaction Document to which it is a party.
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Representations and Warranties of the Collateral Custodian. 113114 Section 4.06 Representations and Warranties of the Lender. 114115 ARTICLE V.
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Representations and Warranties of the Collateral Custodian. The Collateral Custodian in its individual capacity and as Collateral Custodian represents and warrants as follows: USActive 60058040.860058040.11 -113- (a) Organization; Power and Authority. It is a duly organized and validly existing national banking association in good standing under the laws of the United States. It has full corporate power, authority and legal right to execute, deliver and perform its obligations as Collateral Custodian under this Agreement.
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Related to Representations and Warranties of the Collateral Custodian

  • Representations and Warranties of the Servicer The Servicer represents and warrants to, and covenants with, the Trustee for the benefit of the Certificateholders that as of the Closing Date: (a) The Servicer is a corporation duly chartered and validly existing in good standing under the laws of the State of New Jersey, and the Servicer is duly qualified or registered as a foreign corporation in good standing in each jurisdiction in which the ownership or lease or its properties or the conduct of its business requires such qualification; (b) The execution and delivery of this Agreement by the Servicer and its performance and compliance with the terms of this Agreement will not violate the Servicer's corporate charter or by-laws or constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material contract, agreement or other instrument to which the Servicer is a party or which may be applicable to the Servicer or any of its assets; (c) This Agreement, assuming due authorization, execution and delivery by the Trustee and the Depositor, constitutes a valid, legal and binding obligation of the Servicer, enforceable against it in accordance with the terms hereof subject to applicable bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law; (d) The Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or other) or operations of the Servicer or its properties or might have consequences that would affect its performance hereunder; and (e) No litigation is pending or, to the best of the Servicer's knowledge, threatened against the Servicer which would prohibit its entering into this Agreement or performing its obligations under this Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.02 shall survive the issuance and delivery of the Certificates and shall be continuing as long as any Certificate shall be outstanding or this Agreement has been terminated.