Guarantor Representations and Warranties Sample Clauses

Guarantor Representations and Warranties. In connection with the Warrant, each Guarantor represents and warrants to Borrower as follows:

Guarantor Representations and Warranties. The Guarantor confirms, represents and warrants to the Lender that (A) the Guarantor has received true and complete copies of the Loan Agreement and the other Loan Documents from the Borrower, has read the contents thereof and reviewed the same with legal counsel of his choice; (B) no representations or agreements of any kind have been made to the Guarantor which would limit or qualify in any way the terms of this Guarantee; (C) this Guarantee is executed at the Borrower's request and not at the request of the Lender; (D) the Lender has made no representation to the Guarantor as to the creditworthiness of the Borrower; and (E) the Guarantor has established adequate means of obtaining from the Borrower on a continuing basis information regarding the Borrower's financial condition. The Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect the Guarantor's risks under this Guarantee, and the Guarantor further agrees that the Lender shall have no obligation to disclose to the Guarantor any information or documents acquired by the Lender in the course of its relationship with the Borrower.

Guarantor Representations and Warranties. On and as of the date of this Agreement, the Guarantor represents and warrants to the Company that:

Guarantor Representations and Warranties. Guarantor represents and warrants to Lender that:

Guarantor Representations and Warranties. To induce Lender to enter into this Agreement, Guarantor represents and warrants to Lender as follows, which representations and warranties shall be deemed to be continuing and true from the time of Guarantor’s execution of this Agreement until all of the Obligations hereunder are paid and fully performed: (a) Guarantor is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. (b) Guarantor has all requisite corporate power and authority to own, lease and operate its properties, and to carry on its business as now being conducted; (c) The execution, delivery and performance by Guarantor of this Agreement and the Guaranty and the consummation of the transactions contemplated hereby and thereby and are within Guarantor’s corporate powers and authority and have been duly authorized by all necessary corporate action on the part of Guarantor; (d) This Agreement, the Guaranty and all other documents or writings relating hereto or contemplated hereby or thereby to be signed by Guarantor constitute the valid and binding obligations of Guarantor enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights in general, and equitable principles limiting the availability of the remedy of specific enforcement; (e) The execution and performance of this Agreement and the Guaranty by Guarantor does not violate any laws, regulations, indentures or contracts to which Guarantor is a party or the organizational documents of Guarantor; (f) Except as otherwise provided herein, no consent, approval or authorization of, or designation, declaration or filing with, any governmental authority is required on the part of Guarantor in connection with the execution, delivery and performance of this Agreement or the Guaranty; (g) Neither Guarantor nor any subsidiary of Guarantor to which Guarantor has delegated its servicing responsibilities, is a party to and there is no pending or threatened litigation, legal or administrative proceeding or otherwise that would, if decided against Guarantor or such subsidiary, have any material adverse impact on Guarantor’s or such subsidiary’s ability to service the Collateral; (h) Guarantor agrees to, or cause TSRI and Borrower to, fully and completely perform all of its obligations under the Contribution Agreement in accordance with its terms and remakes for the benefit of Len...

Guarantor Representations and Warranties. Parent Guarantor, on behalf of itself and its Subsidiaries, and as applicable, each Subsidiary Guarantor (as to itself), represents and warrants to the Administrative Agent and each of the Participants as of the Restatement Date, other than with respect to Disclosed Matters, that:

Guarantor Representations and Warranties. Guarantor represents and warrants to Lender as of the date of this Guaranty:

Guarantor Representations and Warranties. 8.1 The Guarantor represents and warrants to the Payee that: (a) the Guarantor has all requisite power and authority, and has taken all necessary corporate action, to enable it to enter into and perform its obligations under this deed; (b) its obligations under this deed shall, when executed, constitute legal, valid, and binding obligations enforceable in accordance with the terms of this deed; (c) the Guarantor does not require the consent, approval or authority of any other person to enter into or perform its obligations under this deed; (d) the Guarantor’s entry into and performance of its obligations under this deed will not constitute any breach of or default under any contractual, governmental or public obligation binding on it; and (e) the Guarantor is not engaged in any litigation or arbitration proceedings which might affect its capacity or ability to perform its obligations under this deed and to the best of its knowledge no such legal or arbitration proceedings have been threatened or are pending against it.

Guarantor Representations and Warranties. Guarantor represents and warrants to each of the Beneficiaries as of the Document Closing Date and, other than with respect to the representation set forth in Section 7(d)(ii) and 7(e) below, on the date of each Advance Request and each Advance (both immediately before and after giving effect to the making of such Advance and the application of the proceeds thereof) that: