Common use of REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES. To induce the Banks to enter into this Second Amendment, the Borrowers represent and warrant to the Banks as follows: (1) Each Borrower has full power, authority, and capacity to enter into this Second Amendment, and this Second Amendment constitutes the legal, valid and binding obligations of each Borrower, enforceable against each in accordance with its terms. (2) No Event of Default under the Loan Agreement or any of the other Loan Instruments has occurred which continues unwaived by the Banks, and no event which with the passage of time, the giving of notice or both would constitute an Event of Default, exists as of the date hereof. (3) The person executing this Second Amendment on behalf of each Borrower is duly authorized to do so. Each such person has been duly authorized pursuant to resolutions of the Borrowers approved by the directors of the Borrowers to execute and deliver minor amendments to the Loan Instruments of the sort set forth in this Second Amendment without the necessity of further action by the respective boards of directors. (4) The representations and warranties made by each Borrower in all of the Loan Instruments are hereby remade and restated as of the date hereof. (5) There are no material actions, suits, legal, equitable, arbitration or administrative proceedings pending or threatened against any Borrower, the adverse determination of which could have a material adverse effect on the Loan Instruments, the business operations or financial condition of the Borrowers or the ability of the Borrowers to fulfill their obligations under the Loan Instruments.

REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES. To induce the Banks to enter into this Second First Amendment, the Borrowers represent and warrant to the Banks as follows: (1) Each Borrower has full power, authority, and capacity to enter into this Second First Amendment, and this Second First Amendment constitutes the legal, valid and binding obligations of each Borrower, enforceable against each in accordance with its terms. (2) No Event of Default under the Loan Agreement or any of the other Loan Instruments has occurred which continues unwaived by the Banks, and no event which with the passage of time, the giving of notice or both would constitute an Event of Default, exists as of the date hereof. (3) The person executing this Second First Amendment on behalf of each Borrower is duly authorized to do so. Each such person has been duly authorized pursuant to resolutions of the Borrowers approved by the directors of the Borrowers to execute and deliver minor amendments to the Loan Instruments of the sort set forth in this Second First Amendment without the necessity of further action by the respective boards of directors. (4) The representations and warranties made by each Borrower in all of the Loan Instruments are hereby remade and restated as of the date hereof. (5) There are no material actions, suits, legal, equitable, arbitration or administrative proceedings pending or threatened against any Borrower, the adverse determination of which could have a material adverse effect on the Loan Instruments, the business operations or financial condition of the Borrowers or the ability of the Borrowers to fulfill their obligations under the Loan Instruments.

REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES. To induce the Banks to enter into this Second Amendment, the Borrowers represent and warrant to the Banks as follows: (1) Each Borrower has full power, authority, and capacity to enter into this Second Amendment, and this Second Amendment constitutes the legal, valid and binding obligations of each Borrower, enforceable against each in accordance with its terms. (2) No Event of Default under the Loan Agreement or any of the other Loan Instruments has occurred which continues unwaived by the Banks, and no event which with the passage of time, the giving of notice or both would constitute an Event of Default, exists as of the date hereof. (3) The person executing this Second Amendment on behalf of each Borrower is duly authorized to do so. Each such person has been duly authorized pursuant to resolutions of the Borrowers approved by the directors of the Borrowers to execute and deliver minor amendments to the Loan Instruments of the sort set forth in this Second Amendment without the necessity of further action by the respective boards of directors. (4) The representations and warranties made by each Borrower in all of the Loan Instruments are hereby remade and restated as of the date hereof. (5) There are no material actions, suits, legal, equitable, arbitration or administrative proceedings pending or threatened against any Borrower, the adverse determination of which could have a material adverse effect on the Loan Instruments, the business operations or financial condition of the Borrowers or the ability of the Borrowers to fulfill their obligations under the Loan Instruments.

REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES. To induce the Banks to enter into this Second Third Amendment, the Borrowers represent and warrant to the Banks as follows: (1) Each Borrower has full power, authority, and capacity to enter into this Second Third Amendment, and this Second Third Amendment constitutes the legal, valid and binding obligations of each Borrower, enforceable against each in accordance with its terms. (2) No Event of Default under the Loan Agreement or any of the other Loan Instruments has occurred which continues unwaived by the Banks, and no event which with the passage of time, the giving of notice or both would constitute an Event of Default, exists as of the date hereof. (3) The person executing this Second Third Amendment on behalf of each Borrower is duly authorized to do so. Each such person has been duly authorized pursuant to resolutions of the Borrowers approved by the directors of the Borrowers to execute and deliver minor amendments to the Loan Instruments of the sort set forth in this Second Third Amendment without the necessity of further action by the respective boards of directors. (4) The representations and warranties made by each Borrower in all of the Loan Instruments are hereby remade and restated as of the date hereof. (5) There are no material actions, suits, legal, equitable, arbitration or administrative proceedings pending or threatened against any Borrower, the adverse determination of which could have a material adverse effect on the Loan Instruments, the business operations or financial condition of the Borrowers or the ability of the Borrowers to fulfill their obligations under the Loan Instruments.

REPRESENTATIONS AND WARRANTIES OF BORROWER AND CONSOLIDATED SUBSIDIARIES. To induce the Banks to enter into this Second Amendment, the Borrowers represent and warrant to the Banks as follows: (1) Each Borrower has full power, authority, and capacity to enter into this Second Amendment, and this Second Amendment constitutes the legal, valid and binding obligations of each Borrower, enforceable against each in accordance with its terms.into (2) No Event of Default under the Loan Agreement or any of the other Loan Instruments has occurred which continues unwaived by the Banks, and no event which with the passage of time, the giving of notice or both would constitute an Event of Default, exists as of the date hereof. (3) The person executing this Second Amendment on behalf of each Borrower is duly authorized to do so. Each such person has been duly authorized pursuant to resolutions of the Borrowers approved by the directors of the Borrowers to execute and deliver minor amendments to the Loan Instruments of the sort set forth in this Second Amendment without the necessity of further action by the respective boards of directors. (4) The representations and warranties made by each Borrower in all of the Loan Instruments are hereby remade and restated as of the date hereof. (5) There are no material actions, suits, legal, equitable, arbitration or administrative proceedings pending or threatened against any Borrower, the adverse determination of which could have a material adverse effect on the Loan Instruments, the business operations or financial condition of the Borrowers or the ability of the Borrowers to fulfill their obligations under the Loan Instruments.