Common use of Representations and Warranties Concerning Grantor’s Legal Status Clause in Contracts

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers a certificate signed by the Additional Grantor and entitled “Perfection Certificate” (the “Perfection Certificate”). The Additional Grantor represents and warrants to the Purchasers as follows: (a) the Additional Grantor’s exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s place of business or, if more than one, its chief executive office as well as the Additional Grantor’s mailing address if different, (e) all other information set forth on the Perfection Certificate pertaining to the Grantor is accurate and complete including but not limited to information pertaining to copyrights and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but not limited to information pertaining to copyrights Patents and (f) each of the representations and warranties contained in the Transaction Documents relating to it the Additional Grantor are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers a certificate signed by the Additional Grantor and entitled “Perfection Certificate” (the “Perfection Certificate”). The Additional Grantor represents and warrants to the Purchasers as follows: (a) the Additional Grantor’s exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s place of business or, if more than one, its chief executive office as well as the Additional Grantor’s mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Grantor is accurate and complete including but not limited to information pertaining to copyrights Patents and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on and as of the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers a certificate signed by the Additional Grantor and entitled “Perfection Certificate” (the “Perfection Certificate”). The Additional Grantor represents and warrants to the Purchasers as follows: (a) the Additional Grantor’s exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s place of business or, if more than one, its chief executive office as well as the Additional Grantor’s mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Grantor is accurate and complete including but not limited to information pertaining to copyrights trademarks and (f) each of the representations and warranties contained in the Transaction Documents relating to it the Additional Grantor are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but not limited to information pertaining to copyrights and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but not limited to information pertaining to copyrights trademarks and (f) each of the representations and warranties contained in the Transaction Documents relating to it the Additional Grantor are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.. Annex 1

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Collateral Agent a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”") (form of Perfection Certificate to be completed is attached hereto as Schedule 1). The Additional Grantor represents and warrants to the Purchasers Collateral Agent as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Grantor is accurate and complete including but not limited to information pertaining to copyrights and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such +date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but not limited to information pertaining to copyrights and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on Annex 1 and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but not limited to information pertaining to copyrights trademarks and (f) each of the representations and warranties contained in the Transaction Documents relating to it the Additional Grantor are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Agent and the other Secured Parties (as defined in the Security Agreement) a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Agent and the other Secured Parties as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Additional Grantor is accurate and complete including but Annex 1 to PSA not limited to information pertaining to copyrights Patents and (f) each of the representations and warranties contained in the Transaction Documents relating to it the Additional Grantor are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

Representations and Warranties Concerning Grantor’s Legal Status. The Additional Grantor has previously delivered to the Purchasers Collateral Agent a certificate signed by the Additional Grantor and entitled “"Perfection Certificate” " (the “"Perfection Certificate”"). The Additional Grantor represents and warrants to the Purchasers Collateral Agent as follows: (a) the Additional Grantor’s 's exact legal name is that indicated on the Perfection Certificate and on the signature page hereof, (b) the Additional Grantor is an organization of the type and organized in the jurisdiction set forth in the Perfection Certificate, (c) the Perfection Certificate accurately sets forth the Additional Grantor’s 's organizational identification number or accurately states that the Additional Grantor has none, (d) the Perfection Certificate accurately sets forth the Additional Grantor’s 's place of business or, if more than one, its chief executive office as well as the Additional Grantor’s 's mailing address if different, different (e) all other information set forth on the Perfection Certificate pertaining to the Grantor is accurate and complete including but not limited to information pertaining to copyrights and (f) each of the representations and warranties contained in the Transaction Documents relating to it are true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.