Guarantees, Contracts, etc. (a) No Borrower owns nor holds partnership interests or equity or long term debt investments in, has any outstanding advances to, or serves as guarantor, surety or accommodation maker for the obligations of, or has any outstanding borrowings from, any Person except as described in Schedule 2.09 hereto.
(b) No Borrower is a party to any contract or agreement, or subject to any charter or other entity restriction which could reasonably be expected to cause a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, no Borrower has agreed or consented to cause or permit any of the Collateral whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a lien or encumbrance not permitted by this Agreement.
Guarantees, Contracts, etc. (a) The Borrower does not own or hold equity or long term debt investments in, have any outstanding advances to, or serve as guarantor, surety or accommodation maker for the obligations of, or have any outstanding borrowings from, any Person, or has entered into any leases for real or personal property (whether as landlord or tenant), except as described in Exhibit "5.10", attached hereto and a made part hereof.
(b) The Borrower is not a party to any contract or agreement, or subject to any charter or other corporate restriction, which is reasonably likely to have a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, the Borrower has not agreed or consented to cause or permit any of its Property whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement.
Guarantees, Contracts, etc. (a) No Borrower owns or holds partnership interests or equity or long term debt investments in, has any outstanding advances to, or serves as guarantor, surety or accommodation maker for the obligations of, any Person except as described in Schedule 5.11 hereto.
(b) No Borrower is a party to any contract or agreement, or subject to any charter or other entity restriction which could reasonably be expected to cause a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, no Borrower has agreed or consented to cause or permit any of the Collateral whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a lien or encumbrance not permitted by this Agreement.
Guarantees, Contracts, etc. (a) None of the Borrowers owns or holds any equity or long term debt investments in, have any outstanding advances to, have any outstanding guarantees for the obligations of, or have any outstanding borrowings from, any Person other than a Borrower or a Subsidiary of a Borrower, except as described in Exhibit "5.11", attached hereto and made part hereof.
(b) No Borrower is a party to any contract or agreement, or subject to any charter or other corporate restriction, which has a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, none of the Borrowers has agreed or consented to cause or permit any of its Property whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement, other than Liens that are being released or discharged contemporaneously with the Closing.
Guarantees, Contracts, etc. (a) Except as described in Schedule 2 hereto and for items arising after the Closing Date permitted under the terms of this Agreement, none of the Borrowers owns or holds equity or long term debt investments in, has any outstanding advances to, or serves as guarantor, surety or accommodation maker for the obligations of, or have any outstanding borrowings from, any Person.
(b) Except as described on Schedule 2 hereto and for items arising after the Closing Date permitted under the terms of this Agreement, none of the Borrowers is engaged in, nor does it have an interest in any joint venture or partnership with any other Person, or has any Subsidiaries.
(c) None of the Borrowers is subject to any charter or other restriction in its governing documents, which materially and adversely affects its business, financial condition, Property or prospects.
(d) Except as otherwise specifically provided in this Agreement, none of the Borrowers has agreed or consented to cause or permit any of the Collateral, whether now owned or hereafter acquired, to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement.
Guarantees, Contracts, etc. (a) No Borrower owns or holds any equity or long term debt investments in, has any outstanding advances to, has any outstanding guarantees for the obligations of, or has any outstanding borrowings from, any Person, except as described in Schedule "5.11
(a) attached hereto and made part hereof.
(b) No Borrower is a party to any contract with any vendor or customer for the purchase, sale or license of inventory or the performance of services with respect to any Borrower's business operations, except as described on Schedule "5.11
(b) attached hereto and made part hereof. Each such contract or agreement is in full force and effect, no notice of termination has been given with respect thereto, and Borrower is not in default thereof.
(c) No Borrower is a party to any contract or agreement, or subject to any charter or other corporate restriction, which is reasonably likely to cause a Material Adverse Effect.
(d) Except as otherwise specifically provided in this Agreement, no Borrower has agreed or consented to cause or permit any of its Property whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement.
(e) No Borrower is a party to any contract with any consultant or other advisor for the receipt of consulting or similar services with respect to such Borrower's business operations, except as described in Schedule "5.11
Guarantees, Contracts, etc. (a) None of the Borrowers owns or holds any equity or long term debt investments in, have any outstanding advances to, have any outstanding guarantees for the obligations of, or have any outstanding borrowings from, any Person other than a Borrower or
Guarantees, Contracts, etc. (a) Neither Borrower nor any Consolidated Entity owns or holds equity or long term debt investments in, has any outstanding advances to, or serves as guarantor, surety or accommodation maker for the obligations of, any Person, or has entered into any leases for real or personal Property (whether as landlord or tenant), except the Surety Documents and as shown on Schedule "5.10," attached hereto and made part hereof.
(b) Neither Borrower nor any Consolidated Entity is a party to any contract or agreement, or subject to any charter or other corporate restriction, which has or is reasonably likely to have a Material Adverse Effect.
Guarantees, Contracts, etc. (a) Borrower does not own or hold equity or long term debt investments in, does not have any outstanding advances to or serve as guarantor, surety or accommodation maker for the obligations of, or have any outstanding borrowings from, any Person, or has not entered into any leases for real or personal property (whether as landlord or tenant), except for (i) existing advances to Suppliers as listed as of _____________, 2001 on Schedule 5.10(a) attached hereto and (ii) those other existing advances, investments, borrowings, leases and guarantees listed as of _____________, 2001 on Schedule 5.10(b) attached hereto. All contra Accounts of Borrower in existence as of the Closing Date are listed on Schedule 5.10(c) attached hereto.
(b) Borrower is not a party to any contract or agreement, or subject to any charter or other corporate restriction, which has caused or is reasonably likely to have a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, Borrower has not agreed or consented to cause or permit any of its Property whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement.
Guarantees, Contracts, etc. (a) Borrowers do not own or hold equity or long term debt investments in, have any outstanding advances to, or serve as guarantor, surety or accommodation maker for the obligations of, or have any outstanding borrowings from, any Person, or have entered into any leases for real or personal property (whether as landlord or tenant), except for its existing investments in the Subsidiaries listed on Exhibit 5.9 and as described in Exhibit "5.10" attached hereto and made a part hereof.
(b) No Borrower is a party to any contract or agreement, or subject to any charter or other corporate restriction, which has or could have a Material Adverse Effect.
(c) Except as otherwise specifically provided in this Agreement, no Borrower has agreed or consented to cause or permit any of its Property whether now owned or hereafter acquired to be subject in the future (upon the happening of a contingency or otherwise) to a Lien not permitted by this Agreement.
