PROJECT FINANCE DOCUMENTS. Neither Seller nor any of its --------------------------- Affiliates (a) is in default under any of those certain loan agreements or other arrangements (the "PROJECT FINANCE AGREEMENTS") under which the Company has provided guaranties (the "PROJECT FINANCE GUARANTIES" and, together with the Project Finance Agreements, the "PROJECT FINANCE DOCUMENTS") as are more specifically set forth on Section 4.6 of the Disclosure Schedule, and there is no material breach or default on the part of Seller or any of its Affiliates that, with notice or lapse of time, or both, would constitute a default under any of the Project Finance Documents or give any other party any right to terminate, cancel, accelerate or modify any of the Project Finance Documents, or (b) has received Notice that any party to any of the Project Finance Documents intends to terminate, cancel, accelerate or modify any of the Project Finance Documents. The Seller has delivered to Purchaser true and complete copies of all Project Finance Documents pursuant to which the Company or any Subsidiary has or may have direct liability to any third party, and all such Project Finance Documents are identified on Section 4.6(b) of the Disclosure Schedule. Except as disclosed on Section 4.6 of the Disclosure Schedule, as of the date hereof, none of the Project Finance Documents have been amended or modified in any manner since the date on which copies of such Project Finance Documents were provided or made available to Purchaser. ARTICLE V --------- SELLER'S REPRESENTATIONS AND WARRANTIES REGARDING THE COMPANY AND ITS SUBSIDIARIES ------------------------------------------ Seller represents and warrants to JLL and Purchaser that, except as set forth in the Disclosure Schedule, the statements contained in this Article V are true and correct as of the date of this Agreement and will be true and correct as of the Closing as though made as of the Closing, except to the extent such representations and warranties are specifically made as of a particular date (in which case such representations and warranties will be true and correct as of such date). The Disclosure Schedule shall be arranged in sections and subsections corresponding to the numbered and lettered sections and subsections contained in this Article V. The disclosures in any section or subsection of the Disclosure Schedule shall qualify the corresponding section or subsection in this Article V and such other sections or subsections to the extent specificall...
