Common use of Agreements and Other Documents Clause in Contracts

Agreements and Other Documents. As of the Closing Date, each Credit Party has provided to Agent or its counsel, on behalf of Lenders, accurate and complete copies (or summaries) of all of the following agreements or documents to which it is subject and each of which is listed in Disclosure Schedule (3.22): (a) supply agreements and purchase agreements not terminable by such Credit Party within sixty (60) days following written notice issued by such Credit Party and involving transactions in excess of $1,000,000 per annum; (b) leases by such Credit Party as lessee of Equipment Inventory having a remaining term of one year or longer, the total value of leases of Equipment Inventory as to which a Credit Party is lessee, for each lessor, the annual payments on all such leases of Equipment Inventory and the Operating Lease Pay-Off Value for each operating lease of Equipment Inventory of a Borrower or a Guarantor; (c) licenses and permits held by such Credit Party, the absence of which could be reasonably likely to have a Material Adverse Effect; (d) instruments and documents evidencing any Indebtedness or Guaranteed Indebtedness of such Credit Party and any Lien (other than Permitted Encumbrances) granted by such Credit Party with respect thereto; and (e) instruments and agreements evidencing the issuance of any equity securities, warrants, rights or options to purchase equity securities of such Credit Party. With respect to the leases referred to in clause (b) above, other than as set forth on Disclosure Schedule (3.22), no Credit Party has any obligation in such lease or otherwise to purchase such Equipment Inventory from the lessor of such Equipment Inventory at any time. Each Borrower has provided to Agent the forms of lease under which such Borrower leases Equipment Inventory to third Persons.

Agreements and Other Documents. As of the Closing Date, each Credit Party has provided to Agent or its counsel, on behalf of Lenders, accurate and complete copies (or summaries) of all of the following agreements or documents to which it is subject and each of which is listed in Disclosure Schedule (3.22): (a) supply agreements and purchase agreements not terminable by such Credit Party within sixty (60) days following written notice issued by such Credit Party and involving transactions in excess of $1,000,000 per annum; (b) leases by such Credit Party as lessee of Equipment Inventory having a remaining term of one year or longer, the total value of leases of Equipment Inventory as to which a Credit Party is lessee, for each lessor, the annual payments on all such leases of Equipment Inventory and the Operating Lease Pay-Off Payoff Value for each operating lease of Equipment Inventory of a Borrower or a Guarantor; (c) licenses and permits held by such Credit Party, the absence of which could be reasonably likely to have a Material Adverse Effect; (d) instruments and documents evidencing any Indebtedness or Guaranteed Indebtedness of such Credit Party and any Lien (other than Permitted Encumbrances) granted by such Credit Party with respect thereto; and (e) instruments and agreements evidencing the issuance of any equity securities, warrants, rights or options to purchase equity securities of such Credit Party. With respect to the leases referred to in clause (b) above, other than as set forth on Disclosure Schedule (3.22), no Credit Party has any obligation in such lease or otherwise to purchase such Equipment Inventory from the lessor of such Equipment Inventory at any time. Each As of the Closing Date, each Borrower has provided to Agent the forms of lease under which such Borrower leases Equipment Inventory to third Persons.

Agreements and Other Documents. As of the Closing Date, each Credit Party has provided to Agent or its counsel, on behalf of Lenders, accurate and complete copies (or summaries) of all of the following agreements or documents to which it is subject and each of which is listed in Disclosure Schedule (3.22): (a) supply agreements and purchase agreements not terminable by such Credit Party within sixty (60) 60 days following written notice issued by such Credit Party and involving transactions in excess of $1,000,000 500,000 per annum; (b) leases by such Credit Party as lessee of Equipment Inventory having a remaining term of one year or longer, the total value longer and requiring aggregate rental and other payments in excess of leases of Equipment Inventory as to which a Credit Party is lessee, for each lessor, the annual payments on all such leases of Equipment Inventory and the Operating Lease Pay-Off Value for each operating lease of Equipment Inventory of a Borrower or a Guarantor$200,000 per annum; (c) licenses and permits held by such the Credit PartyParties, the absence of which could be reasonably likely to have a Material Adverse Effect; (d) instruments and documents evidencing any Indebtedness or Guaranteed Indebtedness of such Credit Party and any Lien (other than Permitted Encumbrances) granted by such Credit Party with respect thereto; and (e) instruments and agreements evidencing the issuance of any equity securities, warrants, rights or options to purchase equity securities of such Credit Party. With respect ; (f) all agreements between Borrower and the central monitoring stations which provide service to the leases referred to ten largest groups of Borrower's customers as of the date hereof; (g) agreements evidencing loans made by Borrower (i) with an outstanding principal amount in clause excess of $50,000 or (bii) above, other than as set forth on Disclosure Schedule (3.22), no Credit Party has any obligation in such lease or otherwise to Affiliates of Borrower; (h) any agreements regarding services provided by members of Borrower's management to other Persons; (i) any agreements regarding the purchase such Equipment Inventory of Alarm Contracts by Borrower from the lessor Borrower's Affiliates; (j) all employment, noncompete and management agreements regarding Borrower or any member of such Equipment Inventory at its management; and (k) any time. Each Borrower has provided to Agent the forms other outstanding agreements, proposals, letters of lease under which such Borrower leases Equipment Inventory to third Personsintent or similar understandings regarding acquisitions of businesses or portfolios of Alarm Contracts by Borrower.

Agreements and Other Documents. As of the Closing Date, each Credit Party has provided to Agent or its counsel, on behalf of Lenders, accurate and complete copies (or summaries) of all of the following agreements or documents to which it is subject and each of which is listed in Disclosure Schedule (3.22): (a) supply agreements and purchase agreements not terminable by such Credit Party within sixty (60) 60 days following written notice issued by such Credit Party and involving transactions in excess of $1,000,000 per annumannum (provided, however, that purchase orders entered into by Borrower in the ordinary course of business which are cancellable without penalty at any time prior to shipment need not be listed on Disclosure Schedule (3.22)); (b) leases by such Credit Party as lessee of Equipment Inventory having a remaining term of one year or longer, the total value longer and requiring aggregate rental and other payments in excess of leases of Equipment Inventory as to which a Credit Party is lessee, for each lessor, the annual payments on all such leases of Equipment Inventory and the Operating Lease Pay-Off Value for each operating lease of Equipment Inventory of a Borrower or a Guarantor$500,000 per annum; (c) licenses and permits held by such the Credit PartyParties, the absence of which could be reasonably likely to have a Material Adverse Effect; (d) all Existing Letters of Credit, specifically listing the original stated face amount thereof, each amendment thereto and, as of the Closing Date, the maximum remaining amount which may be drawn thereunder; all instruments and documents evidencing any Indebtedness or Guaranteed Indebtedness of such Credit Party (without duplication as to the Existing Letters of Credit) and any Lien (other than Permitted Encumbrances) granted by such Credit Party with respect thereto; and (e) instruments and agreements evidencing the issuance of any equity securities, (other than common stock certificates), warrants, rights or options to purchase equity securities of such Credit Party; and agreements or arrangements with armored vehicle or other funds transportation service providers. With respect Solvency. Both before and after giving effect to (a) the leases referred Loans and Letter of Credit Obligations to in clause be made or incurred on the Closing Date or such other date as Loans and Letter of Credit Obligations requested hereunder are made or incurred, (b) abovethe disbursement of the proceeds of such Loans pursuant to the instructions of Borrower; (c) the Refinancing and the consummation of the other Related Transactions; and (d) the payment and accrual of all transaction costs in connection with the foregoing, other than as set forth on Disclosure Schedule (3.22), no each Credit Party has any obligation in such lease or otherwise to purchase such Equipment Inventory from the lessor of such Equipment Inventory at any timeis and will be Solvent. Each Borrower has provided to Agent the forms of lease under which such Borrower leases Equipment Inventory to third Persons[Intentionally Omitted]. [Intentionally Omitted].