Representation and Warranty Clause Example with 8 Variations from Business Contracts

This page contains Representation and Warranty clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Representation and Warranty. Borrower represents and warrants to Agent and Lenders that (a) it possesses all requisite power and authority to execute, deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all requisite corporate action on the part of Borrower, (c) no other consent of any Person (other than Agent and Lenders) is required for this Amendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents,... (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date), (f) it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) no Default or Event of Default has occurred and is continuing. The representations and warranties made in this Amendment shall survive the execution and delivery of this Amendment. No investigation by Agent or any Lender is required for Agent and Lenders to rely on the representations and warranties in this Amendment. View More

Variations of a "Representation and Warranty" Clause from Business Contracts

Representation and Warranty. Borrower and each Guarantor represents and warrants to the Agent and the Lenders on and as of the date hereof that (a) it possesses all the requisite power and authority to execute, execute and deliver and comply with the terms of this Amendment, Consent, (b) this Amendment Consent has been duly authorized and approved by all the requisite corporate action on the part of Borrower, Borrower or such Guarantor, (c) no other consent of any Person (other than Agent and the Lenders) that has not been ...obtained is required for this Amendment Consent to be effective, (d) the execution and delivery of this Amendment Consent does not violate its organizational documents, (e) after giving effect to this Consent, the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment Consent as though made on the date of this Amendment Consent (except to the extent that such representations and warranties speak to a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date), (f) after giving effect to this Consent, it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) after giving effect to this Consent, no Default or Event of Default has occurred and is continuing. The representations continuing and warranties made (h) that each Loan Document to which it is a party remains in this Amendment shall survive full force and effect and is the execution legal, valid, and delivery binding obligations of this Amendment. No investigation by Agent Borrower or any Lender is required for Agent such Guarantor enforceable against it in accordance with their respective terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally and Lenders to rely on the representations general principles of equity and warranties in this Amendment. principles of good faith and fair dealing. View More
Representation and Warranty. Borrower and each Guarantor represents and warrants to the Administrative Agent and the Lenders on and as of the date hereof that (a) it possesses all the requisite power and authority to execute, execute and deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all the requisite corporate action on the part of Borrower, Borrower or such Guarantor, (c) no other consent of any Person (other than Agent and the Lenders) that has not been ob...tained is required for this Amendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date), (f) it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) no Default or Event of Default has occurred and is continuing. The representations continuing, (h) that each Loan Document to which it is a party remains in full force and warranties made effect and is the legal, valid, and binding obligations of Borrower or such Guarantor enforceable against it in this Amendment shall survive accordance with their respective terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally and to general principles of equity and principles of good faith and fair dealing and (i) as of the execution Effective Date, the information included in any Beneficial Ownership Certification, if applicable, is true and delivery of this Amendment. No investigation by Agent or any Lender is required for Agent and Lenders to rely on the representations and warranties correct in this Amendment. all respects. View More
Representation and Warranty. Borrower and each Guarantor represents and warrants to the Agent and the Lenders on and as of the date hereof that (a) it possesses all the requisite power and authority to execute, execute and deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all the requisite corporate action on the part of Borrower, Borrower or such Guarantor, (c) no other consent of any Person (other than Agent and the Lenders) that has not been obtained is requi...red for this Amendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date), (f) after giving effect to this Amendment, it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing. The representations continuing and warranties made (h) that each Loan Document to which it is a party remains in this Amendment shall survive full force and effect and is the execution legal, valid, and delivery binding 8 obligations of this Amendment. No investigation by Agent Borrower or any Lender is required for Agent such Guarantor enforceable against it in accordance with their respective terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally and Lenders to rely on the representations general principles of equity and warranties in this Amendment. principles of good faith and fair dealing. View More
Representation and Warranty. Borrower and each Guarantor represents and warrants to the Agent and the Lenders on and as of the date hereof that (a) it possesses all the requisite power and authority to execute, execute and deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all the requisite corporate action on the part of Borrower, Borrower or such Guarantor, (c) no other consent of any Person (other than Agent and the Lenders) that has not been obtained is requi...red for this Amendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a 5 party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date), (f) after giving effect to this Amendment, it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing. The representations continuing and warranties made (h) that each Loan Document to which it is a party remains in this Amendment shall survive full force and effect and is the execution legal, valid, and delivery binding obligations of this Amendment. No investigation by Agent Borrower or any Lender is required for Agent such Guarantor enforceable against it in accordance with their respective terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally and Lenders to rely on the representations general principles of equity and warranties in this Amendment. principles of good faith and fair dealing. View More
Representation and Warranty. Borrower and each Guarantor represents and warrants to the Agent and the Lenders on and as of the date hereof that (a) it possesses all the requisite power and authority to execute, execute and deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all the requisite corporate action on the part of Borrower, Borrower or such Guarantor, (c) no other consent of any Person (other than Agent and the Lenders) that has not been obtained is requi...red for this Amendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date), (f) after giving effect to this Amendment, it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing. The representations continuing and warranties made (h) that each Loan Document to which it is a party remains in this Amendment shall survive full force and effect and is the execution legal, valid, and delivery binding obligations of this Amendment. No investigation by Agent Borrower or any Lender is required for Agent such Guarantor enforceable against it in accordance with their respective terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally and Lenders to rely on the representations general principles of equity and warranties in this Amendment. principles of good faith and fair dealing. View More
Representation and Warranty. Borrower represents and warrants to Agent and Lenders Lender that upon giving effect to all prior written waivers granted by Lender in connection with the Credit Agreement (a) it possesses all requisite power and authority to execute, deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all requisite corporate action on the part of Borrower, (c) no other consent of any Person (other than Agent and Lenders) Lender) is required for this A...mendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date), (f) it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) no Default or Event of Potential Default has occurred and is continuing. The representations and warranties made in this Amendment shall survive the execution and delivery of this Amendment. No investigation by Agent or any Lender is required for Agent and Lenders Lender to rely on the representations and warranties in this Amendment. 2 5. Scope of Amendment; Reaffirmation; Release. All references to the Credit Agreement shall refer to the Credit Agreement as amended by this Amendment. Except as affected by this Amendment, the Loan Documents are unchanged and continue in full force and effect. However, in the event of any inconsistency between the terms of the Credit Agreement (as amended by this Amendment) and any other Loan Document, the terms of the Credit Agreement shall control and such other document shall be deemed to be amended to conform to the terms of the Credit Agreement. Borrower hereby reaffirms its obligations under the Loan Documents to which it is a party and agrees that all Loan Documents to which they are a party remain in full force and effect and continue to be legal, valid, and binding obligations enforceable in accordance with their terms (as the same are affected by this Amendment). Borrower hereby releases Lender from any liability for actions or omissions in connection with the Credit Agreement and the other Loan Documents prior to the date of this Amendment. View More
Representation and Warranty. Borrower Each Loan Party represents and warrants to Administrative Agent and Lenders Lender that (a) it possesses all requisite power and authority to execute, deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all requisite corporate action on the part of Borrower, such Loan Party, (c) no other consent of any Person (other than Administrative Agent and Lenders) Lender) is required for this Amendment to be effective, (d) the execution... and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it 1 is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date), (f) it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) no Default or Event of Default has occurred and is continuing. The representations and warranties made in this Amendment shall survive the execution and delivery of this Amendment. No investigation by Administrative Agent or any Lender is required for Administrative Agent and Lenders Lender to rely on the representations and warranties in this Amendment. View More
Representation and Warranty. Borrower represents and warrants to Agent and Lenders Lender that upon giving effect to all prior written waivers granted by Lender in connection with the Credit Agreement (a) it possesses all requisite power and authority to execute, deliver and comply with the terms of this Amendment, (b) this Amendment has been duly authorized and approved by all requisite corporate action on the part of Borrower, (c) no other consent of any Person (other than Agent and Lenders) Lender) is required for this A...mendment to be effective, (d) the execution and delivery of this Amendment does not violate its organizational documents, (e) the representations and warranties in each Loan Document to which it is a party are true and correct in all material respects on and as of the date of this Amendment as though made on the date of this Amendment (except to the extent that such representations and warranties speak to a specific date), (f) it is in full compliance with all covenants and agreements contained in each Loan Document to which it is a party, and (g) no Default or Event of Potential Default has occurred and is continuing. The representations and warranties made in this Amendment shall survive the execution and delivery of this Amendment. No investigation by Agent or any Lender is required for Agent and Lenders Lender to rely on the representations and warranties in this Amendment. View More