Common use of Reaffirmation of Representations and Warranties Clause in Contracts

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company an Issuing Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent one or more Agents as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), ) shall be deemed to be an affirmation that the representations and warranties of the Company herein contained Global Funding and such Issuing Trust contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent the Agents as agentagents), and each delivery of Notes to one or more Agents (whether to one or more Agents as principal or through an Agent the Agents as agentagents), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto hereto, to the extent contemplated by such certificate, are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Global Funding and an Issuing Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent one or more Agents as agent), and each delivery of its Notes (whether to one or more Agents as principal or through an Agent as agent), ) shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent)Notes, and each delivery of Notes (whether to one or more Agents as principal or through an the Purchasing Agent as agent)pursuant to a sale of Notes to the Purchasing Agent, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained made to the Agents in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, Purchasing Agent of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the applicable Disclosure Package and Prospectus the Prospectus, each as amended and supplemented to each such timetime and to the applicable Disclosure Package at the applicable Initial Sale Time relating thereto in respect of such Notes).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agentagent or to an Agent as principal), and each delivery of Notes by the Company (whether to one or more Agents as principal or through an Agent as agentagent or to an Agent as principal), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the purchaser or his or her agent, or to the purchaser or its agent, as the case may beAgents, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of a particular issue of Notes (whether to one or more Agents a Distribution Agent as principal or through an the Distribution Agent as agent), and each delivery of a particular issue of Notes (whether to one or more Agents a Distribution Agent as principal or through an the Distribution Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the such Distribution Agents pursuant hereto are true and correct at the time of such acceptance or saledelivery, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or by the Company to the purchaser or its his agent, as or to the case may beapplicable Distribution Agent, of the such Notes relating to such acceptance or sale, as the case may bedelivery, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus the Prospectus, each as amended and supplemented to at each such time, and to the Disclosure Package at the Applicable Time relating thereto in respect of such Notes).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the General Disclosure Package and the Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents the Agent as principal or through an the Agent as agent), and each delivery of Notes to the Agent (whether to one or more Agents the Agent as principal or through an the Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as or to the case may beAgent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents an Agent as principal or through an Agent as agent), and each delivery of Notes to an Agent (whether to one or more Agents an Agent as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the such Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement, the Previous Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes Securities (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes Securities (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein and the Operating Partnership contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Notes Security or Securities relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the General Disclosure Package and the Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents the Agent as principal or through an the Agent as agent), and each delivery of Notes (whether to one or more Agents the Agent as principal or through an the Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the Agent or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent)Notes, and each delivery of Notes (whether to one or more Agents as principal or through an a Selling Agent pursuant to a sale of Notes to such Selling Agent as agent)principal, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Selling Agent pursuant hereto to this Agreement are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its such purchaser’s agent, as the case may beor to such Selling Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Statement, the Prospectus as amended and supplemented and the applicable Disclosure Package to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Operating Partnership of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company Operating Partnership herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each ----------------------------------------------- acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent)Notes, and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent)pursuant to a Terms Agreement, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto hereto, to the extent contemplated by such certificate, are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as or to the case may beAgent or Agents, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company it of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to such Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties warran- ties of the Company herein Trust contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statements and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company of an offer for the purchase of Notes to be issued by the Company (whether to one or more Agents an Agent as principal or through an the Agent as agent), and each delivery of such Notes (whether to one or more Agents as principal or through an Agent as agent)the Agents, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct in all material respects at the time of such acceptance or saledelivery, as the case may be, and with respect to each acceptance an undertaking that such representations and warranties will be true and correct in all material respects at the time of delivery to such Agent(s) or by the Company to the purchaser or its his agent, as or to the case may beapplicable Agent, of the such Notes relating to such acceptance or saledelivery, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by ----------------------------------------------- the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the ----------------------------------------------- Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent the Agents as agentagents), and each delivery of Notes to one or more Agents (whether to one or more Agents as principal or through an Agent the Agents as agentagents), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto hereto, to the extent contemplated by such certificate, are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company it of an offer for the purchase of Notes (whether to one or more Agents as principal or through an such Agent as agentagent or to such Agent as principal), and each delivery of Notes (whether through such Agent as agent or to one or more Agents as principal or through an Agent as agentprincipal), shall be deemed to be an affirmation to such Agent that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time as of each such acceptance or sale, as the case may beRepresentation Date, and an undertaking to such Agent that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time Representation Date (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such timesupplemented).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations represen-tations and warranties warran-ties of the Company herein and U S WEST contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations representa-tions and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being understood is under-stood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented supple-mented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to such Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the General Disclosure Package and the Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent one or more Agents as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), ) shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and Trust contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company an Agent of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to an Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beagent or to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it ----------------------------------------------- of an offer for the purchase of Notes (whether to one or more Agents an Agent as principal or through an the Agent as agent), and each delivery of Notes to an Agent (whether to one or more Agents an Agent as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as or to the case may beapplicable Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each Without limiting the provisions of the first paragraph of Section VI(a), each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent)Notes, and each delivery of Notes (whether to one or more Agents as principal or through an the Purchasing Agent as agent)pursuant to a sale of Notes to the Purchasing Agent, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained made to the Agents in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance acceptance, sale or saledelivery, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, Purchasing Agent of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the applicable Disclosure Package and Prospectus the Prospectus, each as amended and supplemented to each such timetime and to the applicable Disclosure Package at the applicable Initial Sale Time relating thereto in respect of such Notes).

Reaffirmation of Representations and Warranties. Each ----------------------------------------------- acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each Without limiting the provisions of the first paragraph of Section VI (a), each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent)Notes, and each delivery of Notes (whether to one or more Agents as principal or through an the Purchasing Agent as agent)pursuant to a sale of Notes to the Purchasing Agent, shall be deemed to be an affirmation that the representations and warranties of the Company herein contained made to the Agents in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance acceptance, sale or saledelivery, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, Purchasing Agent of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement Statement, the applicable Disclosure Package and Prospectus the Prospectus, each as amended and supplemented to each such timetime and to the applicable Disclosure Package at the applicable Initial Sale Time relating thereto in respect of such Notes).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Operating Partnership of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company Operating Partnership herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time, other than an amendment or supplement relating to the offering of securities other than the Notes).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it ----------------------------------------------- of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to such Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company Operating Partnership of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company Operating Partnership herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).Registration

Reaffirmation of Representations and Warranties. Each acceptance by the Company Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent one or more Agents as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), ) shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the S-3 Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company and CIT herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein and the Guarantor contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company ----------------------------------------------- it of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to such Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents the Purchasing Agent as principal or through an the Purchasing Agent as agent), and each delivery of Notes (whether to one or more Agents the Purchasing Agent as principal or through an the Purchasing Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered by the Company to the Agents Purchasing Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the Purchasing Agent or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement Statement, the General Disclosure Package and the Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or his or its agent, as or to the case may beAgents, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents such Agent as principal or through an such Agent as agent), and each delivery of Notes to such Agent (whether to one or more Agents such Agent as principal or through an such Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may beor to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and the Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance ----------------------------------------------- by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company it of an offer for the purchase of Notes (whether to one or more Agents an Agent as principal or through an the Agent as agent), and each delivery of Notes to an Agent (whether to one or more Agents an Agent as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained in this Agreement and contained in any certificate theretofore delivered to the Agents Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as or to the case may beapplicable Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).and

Reaffirmation of Representations and Warranties. Each acceptance by the Company Trust of an offer for the purchase of Notes (whether to one or more Agents as principal or through an Agent as agent), and each delivery of Notes (whether to one or more Agents as principal or through an Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein Trust contained in this Agreement and contained in any certificate theretofore delivered to the Agents pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) Agent or Agents or to the purchaser or its agent, as the case may be, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it being is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

Reaffirmation of Representations and Warranties. Each acceptance by the Company of an offer for the purchase of Notes (whether to one or more Agents the Purchasing Agent as principal or through an the Purchasing Agent as agent), and each delivery of Notes (whether to one or more Agents the Purchasing Agent as principal or through an the Purchasing Agent as agent), shall be deemed to be an affirmation that the representations and warranties of the Company herein contained and contained in any certificate theretofore delivered to the Agents Purchasing Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to such Agent(s) the Purchasing Agent or to the purchaser or its agent, as the case may be, of the Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (it being understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).