Representation and Warranty Clause Example with 6 Variations from Business Contracts

Representation and Warranty. Each Borrower represents and warrants: 3.1 No representation, warranty or other statement of Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading. 3.2 Borrower is duly existing and in good standing in its state of formation and qualified and licensed to do business in, and in good standing in, any state in which t...he conduct of its business or its ownership of property requires that it be qualified. 3.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which Borrower is bound. Borrower is not in default under any material agreement to which or by which it is bound. 3.4 Borrower has good title to the Collateral and all inventory is in all material respects of good and marketable quality, free from material defects. 3.5 Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Receivables and Collateral are kept is set forth at the beginning of this Agreement, Borrower’s chief executive office Borrower is located at its address for notices set forth in this Agreement. Agreement: 3.6 If Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), patents or trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More

Representation and Warranty. Each Borrower represents and warrants: 3.1 No representation, warranty or other statement of Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading. 3.2 Such Borrower is duly existing and in good standing in its state of formation and qualified and licensed to do business in, and in good standing in, any state in wh...ich the conduct of its business or its ownership of property requires that it be qualified. 3.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with such Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which such Borrower is bound. Such Borrower is not in default under any agreement to which or by which it is bound. bound, which default would reasonably be expected to have a material adverse impact on Borrower’s business. 3.4 Such Borrower has good title to the Collateral and all inventory is in all material respects of good and marketable quality, free from material defects. 3.5 Such Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Receivables and Collateral are kept is are set forth at the beginning of this Agreement, Borrower’s chief executive office Agreement. Such Borrower is located at its address for notices set forth in this Agreement. 3 3.6 If such Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), registered copyrights, patents or registered trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More

Representation and Warranty. Each Borrower represents and warrants: 3.1 No representation, warranty or other statement of such Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not materially misleading. 3.2 Such Borrower is duly existing and in good standing in its state of formation and and, except as otherwise permitted under Section 4.10(b), qualifie...d and licensed to do business in, and in good standing in, any state in which the conduct of its business or its ownership of property requires that it be qualified. 3.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with such Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which such Borrower is bound. Such Borrower is not in material default under any agreement to which or by which it is bound. 3.4 Such Borrower has good title to the Collateral and all inventory is in all material respects of good and marketable quality, free from material defects. defects (ordinary wear and tear excepted). 3.5 Such Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Receivables and Collateral are kept is set forth at the beginning of in Schedule 1 attached to this Agreement, Borrower’s chief executive office Agreement. Such Borrower is located at its address for notices set forth in this Agreement. 3.6 If such Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), patents or trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More

Representation and Warranty. Each Borrower represents and warrants: 3.1 No representation, warranty or other statement of Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading. 3.2 Borrower is duly existing and in good standing in its state of formation and qualified and licensed to do business in, and in good standing in, any state in which t...he conduct of its business or its ownership of property requires that it be qualified. qualified unless such failure to be in good standing or qualified and licensed would not reasonably be expected to result in a material adverse effect. 3.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which Borrower is bound. Borrower is not in default under any material agreement to which or by which it is bound. 3.4 Borrower has good title to the Collateral and all inventory inventory, subject to Permitted Liens, is in all material respects of good and marketable quality, free from material defects. 3.5 Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Receivables and Collateral are kept is set forth at the beginning of this Agreement, Borrower’s chief executive office Borrower is located at its address for notices set forth in this Agreement. 3.6 If Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), patents or trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More

Representation and Warranty. Each Borrower represents and warrants: 3.1 5.1 With respect to each Financed Receivable: (a) It is the owner with legal right to sell, transfer and assign it; (b) The correct Receivable Amount is on the Funding Request and is not disputed; (c) Such Financed Receivable is an Eligible Receivable; (d) Lender has the right to endorse and/ or require Borrower to endorse all payments received on Financed Receivables and all proceeds of Collateral; and (e) No representation, warranty or other statement... of Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading. 3.2 5.2 Borrower is duly existing and in good standing in its state of formation and qualified and licensed to do business in, and in good standing in, any state in which the conduct of its business or its ownership of property requires that it be qualified. 3.3 5.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement to which or by which it is bound. 3.4 5.4 Borrower has good title to the Collateral and all inventory is in all material respects of good and marketable quality, free from material defects. 3.5 5.5 Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Financed Receivables and Collateral are kept is set forth at the beginning of this Agreement, Borrower’s chief executive office Borrower is located at its address for notices set forth in this Agreement. 3.6 Agreement, except in each case, as Lender may have otherwise been notified in writing. 5.6 If Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), registered copyrights, patents or trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More

Representation and Warranty. Each Borrower represents and warrants: 3.1 5.1 With respect to each Financed Receivable: (a) It is the owner with legal right to sell, transfer and assign it; (b) The correct Receivable Amount is on the Funding Request and is not disputed; (c) Such Financed Receivable is an Eligible Receivable; (d) Lender has the right to endorse and/ or require Borrower to endorse all payments received on Financed Receivables and all proceeds of Collateral; and (e) No representation, warranty or other statement... of Borrower in any certificate or written statement given to Lender contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading. 3.2 5.2 Borrower is duly existing and in good standing in its state jurisdiction of formation and qualified and licensed to do business in, and in good standing in, any state jurisdiction in which the conduct of its business or its ownership of property requires that it be qualified. 3.3 5.3 The execution, delivery and performance of this Agreement has been duly authorized, and does not conflict with Borrower’s organizational documents, nor constitute an Event of Default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement to which or by which it is bound. 3.4 5.4 Borrower has good title to the Collateral and all inventory is in all material respects of good and marketable quality, free from material defects. 3.5 5.5 Borrower’s name, form of organization, chief executive office, and the place where the records concerning all Financed Receivables and Collateral are kept is set forth at the beginning of this Agreement, Borrower’s chief executive office Borrower is located at its address for notices set forth in this Agreement. 3.6 5.6 If Borrower owns, holds or has any interest in, any copyrights (whether registered, or unregistered), patents or trademarks, and licenses of any of the foregoing, such interest has been specifically disclosed and identified to Lender in writing. View More