Common use of Acknowledgments and Stipulations Clause in Contracts

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25, 2007, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,000, and the face amount of outstanding Letters of Credit totaled $7,435,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such each Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25February 4, 20072005, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00027,400,000, and the face amount of outstanding Letters of Credit totaled $7,435,0004,876,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Loan Agreement and the other Credit Loan Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, thereof (except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings bankruptcy, insolvency or other similar laws of general application affecting the enforcement of creditors’ ' rights generally or by general equitable principlesgenerally); all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each such Borrower); the Liens security interests and liens granted by such Borrower in favor of Agent Agent, for the benefit of Secured Parties, are duly perfected, first priority Lienssecurity interests and liens, subject only to those Permitted Liens which that, pursuant to the Loan Agreement, are expressly permitted by the terms of the Credit Documents allowed to have priority over the Liens of Agent's Liens; and, on and as of the close of business on January 25October 17, 20072014, (i) the unpaid principal amount of the Revolver Loans totaled $0, 6,900,000 and (ii) the unpaid principal amount of the Term Loan totaled $25,000,000, issued and the face amount of outstanding Letters of Credit totaled $7,435,00026,493,986.

Acknowledgments and Stipulations. Each To induce Agent and Lenders to enter into this Amendment and grant the accommodations set forth herein, each Borrower hereby acknowledges and stipulates that (a) the Credit Loan Agreement and the other Credit Loan Documents executed by such Borrower Borrower, as herein modified, are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; (b) all of the Obligations are owing and payable without defense, offset or counterclaim (and and, to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each such Borrower); (c) the security interests and Liens granted by such Borrower in favor of Agent are duly perfected, first priority security interests and Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of AgentLiens; and, and (d) as of the close of on business on January 25July 27, 2007, the unpaid principal amount of the Revolver Loans totaled $$ 0, the unpaid principal amount of the Term Loan totaled $25,000,000, and the face amount of outstanding Letters of Credit totaled $7,435,00090,689,777.54.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such each Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25February 5, 20072004, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00045,000,000, and the face amount of outstanding Letters of Credit totaled $7,435,0003,701,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Loan Agreement and the other Credit Documents Financing Agreements executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings insolvency proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each such Borrower); the Liens granted by such Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents Financing Agreements to have priority over the Liens of Agent; and, as of the close of business on January 25October 26, 20072009, the unpaid principal amount of the Revolver Revolving Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00011,800,000, and the face amount of outstanding Letters of Credit totaled $7,435,0008,334,588.75.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such each Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25September 30, 20072005, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00037,500,000, and the face amount of outstanding Letters of Credit totaled $7,435,0005,376,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25November 2, 2007, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00017,000,000, and the face amount of outstanding Letters of Credit totaled $7,435,0004,426,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such each Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25October 29, 20072003, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00033,600,000, and the face amount of outstanding Letters of Credit totaled $7,435,0003,376,000.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ ' rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such each Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25June 27, 20072003, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00065,600,000, and the face amount of outstanding Letters of Credit totaled $7,435,0003,642,750.

Acknowledgments and Stipulations. Each Borrower acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof, except as the enforceability thereof may be limited by laws relating to Insolvency Proceedings or other similar laws of general application affecting the enforcement of creditors’ ' rights generally or by general equitable principles; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the Liens granted by such Borrower in favor of Agent are first priority Liens, subject only to those Permitted Liens which are expressly permitted by the terms of the Credit Documents to have priority over the Liens of Agent; and, as of the close of business on January 25May 24, 2007, the unpaid principal amount of the Revolver Loans totaled $0, the unpaid principal amount of the Term Loan totaled $25,000,00064,000,000, and the face amount of outstanding Letters of Credit totaled $7,435,0004,426,000.