Common use of CERTAIN COVENANTS; REPRESENTATIONS Clause in Contracts

CERTAIN COVENANTS; REPRESENTATIONS. (a) Each of the Pledgors covenant and agree that: (i) save to the extent expressly permitted or not restricted under any Senior Finance Document, without the prior written consent of the Security Trustee, no Pledgor will grant any option with respect to any of the Pledged Collateral; (ii) the Pledgors will defend the Pledged Collateral against the claims and demands of all persons other than the Security Trustee and the Beneficiaries, and will take any and all such action as is reasonably necessary to remove any competing or conflicting lien and will advise the Security Trustee promptly of the existence thereof; and (iii) at any time and from time to time upon the written request of the Security Trustee, the Pledgors will execute and deliver such further documents and do such further acts and things as the Security Trustee may reasonably request in order to effect the purposes of this Pledge Agreement. (b) Each of the Pledgors represent and warrant that: (i) their choice of Colorado law to govern this Pledge Agreement is valid and binding subject to the Reservations; (ii) the Partnership Interests held by such Pledgor consist of the number and type of interests of the persons described in Schedule 5(a) hereto; (iii) each Partnership Interest referenced in sub-clause (ii) of this paragraph constitutes that percentage or position of the entire Partnership Interest of the Partnership as set forth in Schedule 5(a) hereto; (iv) it has complied with the respective procedure set forth in Clause 4(a) hereof with respect to each item of Pledged Collateral described in Schedule 5(a); and (v) such Pledgor owns no other Partnership Interests except as set forth in Schedule 5(b) hereto.

CERTAIN COVENANTS; REPRESENTATIONS. (a) Each of the Pledgors covenant and agree that: (i) save to the extent expressly permitted or not restricted under any Senior Finance Document, Document without the prior written consent of the Security Trustee, no Pledgor will grant any option with respect to any of the Pledged Collateral; (ii) the Pledgors will defend the Pledged Collateral against the claims and demands of all persons other than the Security Trustee and the Beneficiaries, and will take any and all such action as is reasonably necessary to remove any competing or conflicting lien and will advise the Security Trustee promptly of the existence thereof; and (iii) at any time and from time to time upon the written request of the Security Trustee, the Pledgors will execute and deliver such further documents and do such further acts and things as the Security Trustee may reasonably request in order to effect the purposes of this Pledge Agreement. (b) Each of the Pledgors represent and warrant that: (i) their choice of Colorado law to govern this Pledge Agreement is valid and binding subject to the Reservations; (ii) the Partnership Interests held by such Pledgor consist of the number and type of interests of the persons described in Schedule 5(a) hereto; (iii) each Partnership Interest referenced in sub-clause (ii) of this paragraph constitutes that percentage or position of the entire Partnership Interest of the Partnership as set forth in Schedule 5(a) hereto; (iv) it has complied with the respective procedure set forth in Clause 4(a) hereof with respect to each item of Pledged Collateral described in Schedule 5(a); and (v) such Pledgor owns no other Partnership Interests except as set forth in Schedule 5(b) hereto.