Common use of No Default; Representations and Warranties, etc Clause in Contracts

No Default; Representations and Warranties, etc. The Pledgor hereby represents and warrants to the Bank that: (a) the representations and warranties of the Pledgor contained in the Security Agreement are true on and as of the date hereof as if made on such date (except to the extent that such representations and warranties expressly relate to an earlier date; (b) the Pledgor is in compliance in all material respects with all of the terms and provisions set forth in the Security Agreement on their part to be observed or performed thereunder; (c) no Default or Event of Default (as such terms are defined in the Credit Agreement) has occurred or is continuing; (d) the Pledgor has all necessary corporate power and have taken all corporate action necessary to make the Security Agreement, as supplemented and amended hereby, the valid and enforceable obligation it purports to be; and (e) neither the execution nor delivery of this Agreement or the Security Agreement, as supplemented and amended hereby, or the consummation of any transaction contemplated hereby, nor the fulfillment of the terms hereof, has constituted or resulted in or will constitute or result in a breach of the provisions of the charter or by-laws of the Pledgor, or any other agreement to which the Pledgor is a party or by which the Pledgor is bound or any presently existing applicable law, judgment, decree or governmental order, rule or regulation applicable to the Pledgor.

No Default; Representations and Warranties, etc. The Pledgor Loan Parties hereby represents represent, warrant, confirm and warrants to the Bank that: covenant that (a) after giving effect to this Amendment, the representations and warranties of the Pledgor Loan Parties contained in Article III of the Security Agreement Credit Agreement, as amended hereby, are true and correct in all material respects on and as of the date hereof as if made on such date except (except i) to the extent that any such representations and warranties expressly relate representation or warranty specifically refers to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and (ii) that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects, subject to the materiality qualification contained therein; (b) after giving effect to this Amendment, the Pledgor is Loan Parties are in compliance in all material respects with all of the terms and provisions set forth in the Security Credit Agreement on their part and the other Loan Documents to be observed or performed thereunder; (c) thereunder and no Default or Event of Default (as such terms are defined in the Credit Agreement) has occurred or and is continuing; (dc) the Pledgor has execution, delivery and performance by the Credit Parties of this Amendment, and all other documents, instruments and agreements executed and delivered in connection herewith or therewith, and the consummation of the transactions contemplated hereby (i) have been duly authorized by all necessary corporate power and have taken all corporate or other applicable organizational action necessary to make on the Security Agreement, as supplemented and amended hereby, the valid and enforceable obligation it purports to be; and (e) neither the execution nor delivery of this Agreement or the Security Agreement, as supplemented and amended hereby, or the consummation of any transaction contemplated hereby, nor the fulfillment part of the terms hereofLoan Parties, has constituted (ii) have not violated, conflicted with or resulted in a default under any applicable law or will constitute regulation, any term or result in a breach provision of the provisions organizational documents of the charter or by-laws of the Pledgor, any Loan Party or any term or provision of any material indenture, agreement or other agreement to which the Pledgor is a party instrument binding on any Loan Party or any of its assets, (iii) do not require any consent, waiver or approval of or by any Person which the Pledgor is bound has not been obtained, and (iv) have not violated or conflicted with any presently existing applicable law, judgment, decree or governmental order, rule or regulation applicable to the Pledgorpre-emptive rights of any Person.

No Default; Representations and Warranties, etc. The Pledgor Each Credit Party hereby represents represents, warrants, confirms and warrants to the Bank covenants that: (a) the representations and warranties of the Pledgor Credit Parties contained in Article VII of the Security Agreement Credit Agreement, as amended hereby, are true and correct on and as of the date hereof and deemed to be made as if made on such of the date hereof (except to the extent that such representations and warranties expressly relate to an earlier date, in which case, such representations were true and correct as of such date); (b) after giving effect to this Amendment, the Pledgor is Credit Parties are in compliance in all material respects with all of the terms and provisions set forth in the Security Credit Agreement on their part and the other Loan Documents to be observed or performed thereunder; (c) thereunder and no Default or Event of Default (as such terms are defined in the Credit Agreement) has occurred or and is continuing; and (dc) the Pledgor has all necessary corporate power execution, delivery and have taken all corporate action necessary to make performance by the Security Agreement, as supplemented and amended herebyBorrower of this Amendment, the valid First Amendment Warrant Documents and enforceable obligation it purports to be; all other documents, instruments and (e) neither the execution nor delivery of this Agreement agreements executed and delivered in connection herewith or the Security Agreementtherewith, as supplemented and amended hereby, or the consummation of any transaction the transactions contemplated hereby, nor hereby or thereby (i) have been duly authorized by all necessary organizational action on the fulfillment part of the terms hereofCredit Parties (including any necessary shareholder consents or approvals), has constituted (ii) have not violated, conflicted with or resulted in a default under and will not violate or will constitute conflict with or result in a breach default under any applicable law or regulation, any term or provision of the provisions organizational documents of the charter or by-laws of the Pledgor, Credit Parties or any term or provision of any material indenture, agreement or other agreement to which instrument binding on the Pledgor is a party Credit Parties or any of its assets, (iii) do not require any consent, waiver or approval of or by any Person which the Pledgor is bound has not been obtained, and (iv) have not violated or conflicted with and will not violate or conflict with any presently existing applicable law, judgment, decree or governmental order, rule or regulation applicable to the Pledgorpre-emptive rights of any Person.

No Default; Representations and Warranties, etc. The Pledgor Each Credit Party hereby represents represents, warrants, confirms and warrants to the Bank covenants that: (a) the representations and warranties of the Pledgor Credit Parties contained in Article VII of the Security Credit Agreement and the other Credit Documents, are true and correct on and as of the date hereof and deemed to be made as if made on such of the date hereof (except to the extent that such representations and warranties expressly relate to an earlier date, in which case, such representations were true and correct as of such date); (b) after giving effect to this Amendment, the Pledgor is Credit Parties are in compliance in all material respects with all of the terms and provisions set forth in the Security Credit Agreement on their part and the other Credit Documents to be observed or performed thereunder; (c) thereunder and no Default or Event of Default (as such terms are defined in the Credit Agreement) has occurred or and is continuing; and (dc) the Pledgor has all necessary corporate power execution, delivery and have taken all corporate action necessary to make performance by the Security Agreement, as supplemented and amended hereby, the valid and enforceable obligation it purports to be; and (e) neither the execution nor delivery Borrower of this Agreement Amendment and all other documents, instruments and agreements executed and delivered in connection herewith or the Security Agreementtherewith, as supplemented and amended hereby, or the consummation of any transaction the transactions contemplated hereby, nor hereby or thereby (i) have been duly authorized by all necessary organizational action on the fulfillment part of the terms hereofCredit Parties (including any necessary shareholder consents or approvals), has constituted (ii) have not violated, conflicted with or resulted in a default under and will not violate or will constitute conflict with or result in a breach default under any applicable law or regulation, any term or provision of the provisions organizational documents of the charter or by-laws of the Pledgor, Credit Parties or any term or provision of any material indenture, agreement or other agreement to which instrument binding on the Pledgor is a party Credit Parties or any of its assets, (iii) do not require any consent, waiver or approval of or by any Person which the Pledgor is bound has not been obtained, and (iv) have not violated or conflicted with and will not violate or conflict with any presently existing applicable law, judgment, decree or governmental order, rule or regulation applicable to the Pledgorpre-emptive rights of any Person.

No Default; Representations and Warranties, etc. The Pledgor Loan Parties hereby represents represent, warrant and warrants to confirm that as of the Bank thatdate hereof: (a) the representations and warranties of the Pledgor Loan Parties contained in the Security Credit Agreement are true and correct in all material respects on and as of the date hereof as if made on such date (except to the extent that such representations and warranties expressly relate to or are stated to have been made as of an earlier date, in which case, such representations and warranties shall be true and correct in all material respects as of such earlier date); (b) the Pledgor is in compliance in all material respects with all of the terms prior to and provisions set forth in the Security Agreement on their part after giving effect to be observed or performed thereunder; (c) this Amendment, no Default or Event of Default (as such terms are defined in the Credit Agreement) has occurred or and is continuing; (dc) the Pledgor has execution, delivery and performance by the Loan Parties of this Amendment and all other documents, instruments and agreements executed and delivered in connection herewith or therewith (i) have been duly authorized by all necessary corporate power and have taken all corporate corporate, partnership or limited liability action necessary to make on the Security Agreement, as supplemented and amended hereby, the valid and enforceable obligation it purports to be; and (e) neither the execution nor delivery of this Agreement or the Security Agreement, as supplemented and amended hereby, or the consummation of any transaction contemplated hereby, nor the fulfillment part of the terms hereofLoan Parties, has constituted or resulted in or will constitute (ii) do not violate, conflict with or result in a breach default under and will not violate or conflict with or result in a default under any applicable law or regulation, any term or provision of the provisions organizational documents of any Loan Party or Subsidiary or any term or provision of any material indenture, agreement or other instrument binding on any Loan Party or Subsidiary or any of its assets, and (iii) do not require the consent of any Person which has not been obtained; and (d) this Amendment is the legal, valid and binding obligation of the charter Loan Parties, enforceable against the Loan Parties in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or by-similar laws affecting the enforcement of the Pledgor, or any other agreement to which the Pledgor is a party creditors’ rights generally or by which the Pledgor is bound or any presently existing applicable law, judgment, decree or governmental order, rule or regulation applicable to the Pledgorequitable principles.