Common use of Representations and Warranties of the Borrowers Clause in Contracts

Representations and Warranties of the Borrowers. The Borrowers represent and warrant that: (a) The execution, delivery and performance by the Borrowers of this Amendment have been duly authorized by all necessary corporate action and that this Amendment is a legal, valid and binding obligation of the Borrowers enforceable against the Borrowers in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ rights generally; (b) Each of the representations and warranties contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date); (c) After giving effect to this Amendment, no Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers represent Each Borrower represents and warrant warrants that: (a) Such Borrower has the requisite power and authority and legal right to execute and deliver this Amendment and to perform its obligations hereunder. The execution, execution and delivery and performance by the Borrowers such Borrower of this Amendment and the performance of its obligations hereunder have been duly authorized by all necessary corporate action proper proceedings, and that this Amendment is constitutes a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof enforceability may be subject to the effect of limited by any applicable bankruptcy, insolvency, reorganization, moratorium insolvency or similar law affecting the enforcement of creditors’ ' rights generally; (b) Each of the representations and warranties contained in the Credit Agreement and the other Loan Documents is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date);as if made on the date hereof; and (c) After giving effect to this Amendmentamendment, no Default or Unmatured Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers represent Each Borrower represents and warrant warrants that: (a) The execution, delivery and performance by the Borrowers such Borrower of this Amendment have been duly authorized by all necessary corporate action proceedings and that this Amendment is a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof enforceability may be subject to the effect of any applicable limited by bankruptcy, insolvency, reorganization, moratorium insolvency or similar law affecting creditors’ rights generallygenerally and by general principles of equity; (b) Each After giving effect to this Amendment, each of the representations and warranties of such Borrower contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties that as if made on the date hereof except to the extent any such representation or warranty is stated to relate solely to an earlier date), in which case such representation or warranty was true and correct on and as of such earlier date; (c) After giving effect to this Amendment, no Default or Unmatured Default has occurred and is continuingcontinuing with respect to such Borrower.

Representations and Warranties of the Borrowers. The Borrowers represent Each Borrower hereby represents and warrant thatwarrants as follows: (a) The execution, delivery This Amendment and performance by the Borrowers of this Amendment have been duly authorized by all necessary corporate action and that this Amendment is a Amended Credit Agreement constitute legal, valid and binding obligation obligations of the Borrowers such Borrower and are enforceable against the Borrowers in accordance with its their terms, except as the enforcement thereof may be subject to the effect of any (i) applicable bankruptcy, insolvency, reorganization, moratorium or similar law other laws affecting creditors’ rights generally;generally and (ii) general principles of equity, regardless of whether such enforceability is considered in a proceeding in equity or at law. (b) Each As of the date hereof and immediately after giving effect to the terms of this Amendment, (i) no Event of Default or Default has occurred and is continuing and (ii) the representations and warranties contained of such Borrower set forth in the Amended Credit Agreement is are true and correct in all material respects (respects, except that any to the extent such representation or and warranty which is already qualified as to materiality or by reference to Material Adverse Effect or other materiality qualification, in which case such representation and warranty is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date); (c) After giving effect to this Amendment, no Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers represent Each Borrower hereby represents and warrant thatwarrants as follows: (a) The execution, delivery This Amendment and performance by the Borrowers of this Amendment have been duly authorized by all necessary corporate action and that this Amendment is a Amended Credit Agreement constitute legal, valid and binding obligation obligations of the Borrowers such Borrower and are enforceable against the Borrowers in accordance with its their terms, except as the enforcement thereof may be subject to the effect of any to (i) applicable bankruptcy, insolvency, examinership, reorganization, moratorium or similar law other laws affecting creditors’ rights generally;generally and (ii) general principles of equity, regardless of whether such enforceability is considered in a proceeding in equity or at law. (b) Each As of the date hereof and immediately after giving effect to the terms of this Amendment, (i) no Event of Default or Default has occurred and is continuing and (ii) the representations and warranties contained of such Borrower set forth in the Amended Credit Agreement is are true and correct in all material respects (respects, except that any to the extent such representation or and warranty which is already qualified as to materiality or by reference to Material Adverse Effect or other materiality qualification, in which case such representation and warranty is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date); (c) After giving effect to this Amendment, no Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Each of the Borrowers represent represents and warrant warrants that: (a) The execution, delivery and performance by the Borrowers such Borrower of this Amendment have been duly authorized by all necessary corporate action and that this Amendment is a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ ' rights generally; (b) Each of the representations and warranties contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date)as if made on the date hereof; (c) Neither the execution, delivery and performance of this Amendment nor the consummation of the transactions contemplated hereby does or shall conflict with or breach any of the terms of the Senior Notes or Subordinated Notes; (d) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers represent and warrant that: (a) The execution, delivery and performance by each of the Borrowers of this Amendment Agreement have been duly authorized by all necessary corporate action and that this Amendment Agreement is a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ ' rights generally; (b) Each of the representations and warranties contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties as if made on the date hereof, except to the extent that relate solely any such representation or warranty relates to an earlier date);, in which case such representation or warranty shall be true and correct in all material respects as of such earlier date; and (c) After giving effect to this AmendmentAgreement, no Default or Event of Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers represent and warrant that: (a) The execution, delivery and performance by each of the Borrowers of this Amendment Agreement have been duly authorized by all necessary corporate action and that this Amendment Agreement is a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ ' rights generally; (b) Each of the representations and warranties contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties as if made on the date hereof, except to the extent that relate solely any such representation or warranty relates to an earlier date);, in which case such representation or warranty shall be true and correct in all material respects as of such earlier date; and (c) After giving effect to this AmendmentAgreement, no Default or Unmatured Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Borrowers ---------------------------------------------------- represent and warrant that: (a) The execution, delivery and performance by each of the Borrowers of this Amendment Agreement have been duly authorized by all necessary corporate action and that this Amendment Agreement is a legal, valid and binding obligation of the Borrowers such Borrower enforceable against the Borrowers such Borrower in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ ' rights generally; (b) Each of the representations and warranties contained in the Credit Agreement is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties as if made on the date hereof, except to the extent that relate solely any such representation or warranty relates to an earlier date);, in which case such representation or warranty shall be true and correct in all material respects as of such earlier date; and (c) After giving effect to this AmendmentAgreement, no Default or Event of Default has occurred and is continuing.

Representations and Warranties of the Borrowers. The Each of the Borrowers represent represents and warrant warrants that: (a) The execution, delivery and performance by the Borrowers of this Amendment have been duly authorized by all necessary corporate action and that this Amendment is a legal, valid and binding obligation of the Borrowers enforceable against the Borrowers in accordance with its terms, except as the enforcement thereof may be subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ rights generally; (b) Each of the representations and warranties contained in the Credit Agreement (treating this Amendment and the Credit Agreement as amended hereby as “Credit Documents” for purposes thereof) is true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of the date hereof (other than representations and warranties that relate solely to an earlier date)as if made on the date hereof; (c) After giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.