Common use of REPRESENTATIONS AND WARRANTIES OF DEBTOR Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrances. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" Except for the security interests described in Schedule 4.1 attached hereto and Permitted Liens (as defined in the UCC), it (iCredit Agreement) represents that its name as and for financing statements described in the preamble to Schedule 4.1 attached hereto and by this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organizedreference incorporated herein, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrancesoffice. 4.3 4.2 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 abovebusiness purposes. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 4.3 Each accountlease, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwiseinterests. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with . 4.4 Debtor is fully authorized and permitted to execute and deliver this Agreement and to enter into any instrument, document or chattel paper included in transactions evidenced by any portion of the Collateral. The execution, no payment delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in connection therewith is overdue any breach of the terms and no presentment, dishonor conditions or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the constitute a default under any agreement or instrument under which Debtor is a registered organizationparty or is obligated. Debtor is not in default in the performance or observance of any covenants, the Debtor's state organization number is 004232773conditions or provisions of any such agreement or instrument.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants warrants, as of the date of this Agreement and at all times until the Obligations are repaid and performed in full, that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of of, and has good title to the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances Liens and no financing statement covering the Collateral is filed or recorded in any public office except those necessary with respect to perfect the interests which constitute any Permitted EncumbrancesLiens. 4.3 4.2 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described abovebusiness purposes. 4.4 4.3 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each To the knowledge of Debtor, based upon a reasonable inquiry, each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each such Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; . To the knowledge of Debtor, based upon a reasonable inquiry, no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 4.4 The Debtor's Federal employer identification number is _______________. 4.6 If execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligations will not result in any breach of the terms and conditions or constitute a default under any agreement or instrument under which Debtor is a registered organizationparty or is obligated. Debtor is not in default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.5 The Security Interest in the Debtor's state organization number is 004232773.Collateral granted to Secured Party constitutes, and hereafter will constitute, a security interest of first priority, other than liens or security interests created by Capital Leases and purchase money liens or security interests in favor of suppliers incurred in the ordinary course of business for the purposes of purchasing inventory so long as such purchase money liens or security interests arise pursuant to bona fide sales at prices

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC)corporation, limited liability company, partnership or trust, it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationstate in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (viii) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (viiv) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The Subject to Debtor's obligations to Foothill Capital Corporation ("Foothill"), which obligations will be terminated prior to the initial advance under the Note, the execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Subject to security interests in favor of Foothill, which security interests will be released prior to the initial advance under the Note, Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect office, other than Permitted Liens (as defined in the interests which constitute Permitted EncumbrancesLoan Agreement). 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor or Debtor's residence if Debtor is an individual without an office. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described abovecovered by a mortgage executed by Debtor in favor of Secured Party. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationjurisdiction in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (viii) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (viiv) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 The Collateral is, and is intended to be, used, produced or acquired by Debtor primarily for business use. 4.3 The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. 4.4 All tangible Collateral will be kept at Debtor's address set forth at the beginning of this Agreement. Debtor's records concerning the Collateral will be kept at Debtor's address set forth at the beginning of this Agreement. 4.5 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and the Permitted Encumbrances and Security Interests; no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Security Interest and the Permitted EncumbrancesSecurity Interests. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 4.6 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 4.8 Debtor is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The Debtor's Federal employer identification number is _______________. 4.6 If execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any breach of the terms and conditions or constitute a default under any agreement or instrument under which Debtor is a registered organizationparty or is obligated. Debtor is not in default in the performance or observance of any covenants, the Debtor's state organization number is 004232773conditions or provisions of any such agreement or instrument.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the ("State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrances. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and an free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationjurisdiction in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (viii) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (viiv) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 The Collateral is, and is intended to be, used, produced or acquired by Debtor primarily for business use. 4.3 The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. 4.4 All tangible Collateral will be kept at Debtor's address set forth at the beginning of this Agreement and/or at the locations described on Schedule "2" attached hereto. Debtor's records concerning the Collateral will be kept at Debtor's address set forth at the beginning of this Agreement. 4.5 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and the Permitted Encumbrances and Security Interests; no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Security Interest and the Permitted EncumbrancesSecurity Interests. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 4.6 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 4.7 Debtor is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The Debtor's Federal employer identification number is _______________. 4.6 If execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any breach of the terms and conditions or constitute a default under any agreement or instrument under which Debtor is a registered organizationparty or is obligated. Debtor is not in default in the performance or observance of any covenants, the Debtor's state organization number is 004232773conditions or provisions of any such agreement or instrument.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas __________ (the "State") as a corporation___________________________; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrances. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests interests, subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773_______________.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants as of the date hereof and as of the date of execution of each Collateral Schedule hereto that: 4.1 If (a) Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State set forth in the first paragraph of Texas this Security Agreement, has its chief executive offices at the location set forth in such paragraph, and, to the best of Debtor's knowledge, is duly qualified and licensed in every jurisdiction wherever necessary to carry on its present business and operations; (b) Debtor has adequate power and capacity to enter into, and to perform its obligations, under this Security Agreement, each Note and any other documents evidencing, or given in connection with, any of the Indebtedness (all of the foregoing being hereinafter collectively referred to as the "StateLoan Documents"); (c) The Loan Documents have been duly authorized, executed and delivered by Debtor and constitute legal, valid and binding agreements enforceable in accordance with their terms, except to the extent that the enforcement of remedies may be limited under applicable bankruptcy and insolvency laws; (d) No approval, consent or withholding of objections is required from any governmental authority or instrumentality with respect to the entry into, or performance by, Debtor of any of the Loan Documents, except such as may have already been obtained; (e) The entry into, and performance by, Debtor of the Loan Documents will not (i) violate any of the organizational documents of Debtor or any judgment, order, law or regulation applicable to Debtor, or (ii) result in any breach of, constitute a corporationdefault under, or result in the creation of any lien, claim or encumbrance (except for the lien created by Secured Party under this Security Agreement) pursuant to, any indenture mortgage, deed of trust, bank loan, credit agreement, or other agreement or instrument to which Debtor is a party; (f) There are no suits, or proceedings pending or threatened in court or before any commission, board or other administrative agency against or affecting Debtor which could, in the aggregate, have a material adverse effect on Debtor, its business or operations, or its ability to perform its obligations under the Loan Documents; (g) All financial statements of Debtor and any of its affiliates delivered to Secured Party have been prepared in accordance with generally accepted accounting principles, and since the date of the most recent financial statement, there has been no material adverse change; (h) The Equipment pledged hereunder is and will remain in good condition in accordance with theLease. (i) Debtor is the sole and lawful owner of the Lease and Equipment, has good and marketable title to the Lease and Equipment, free and clear of any security interests, liens, and other encumbrances and rights, except as provided for in this Security Agreement, and has the sole right and lawful authority to grant to Secured Party the security interest described in this Security Agreement; and (j) The Collateral is and will remain free and clear of all liens, claims and encumbrances of every kind, nature and description except for the lien of this Security Agreement. (k) With respect to each Lease pledged hereunder: (i) the Lease is genuine and represents a valid obligation of the lessee and any other party (including, but not limited to, any Guarantors) named in any of the Lease documentation (each, a "Lease Party"); (ii) each Lease Party is bona fide and in good standing; (iii) the Lease documentation delivered by Debtor to Secured Party correctly reflects the entire agreement between Debtor and each Lease Party with respect to the Lease; (iv) is qualified Debtor has delivered to do business and is in good standing under the laws Secured Party all originals of the state Lease documentation, except for those in which the Collateral is located and in each state in which it is doing businesspossession or control of a Lease Party; (v) has full power all names, addresses, amounts, dates, signatures and authority to own its properties other statements and assets facts contained in the Lease documentation are genuine, true and to carry on its businesses as now conductedcorrect; and (vi) is fully authorized all Lease documentation has been duly authorized, executed and permitted to execute delivered by each Lease Party thereto and deliver this Agreement represents the legal, valid and to enter into any transactions evidenced by any portion binding obligation of the Collateral. The executionsuch Lease Party, delivery and performance by Debtor of this Agreement and enforceable under all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any applicable laws against such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrances. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable Lease Party in accordance with its terms terms, except to the extent that enforcement of remedies may be limited by applicable bankruptcy, insolvency or similar laws; (vii) the Lease is not in default and is and will be free from any liens, setoffs, counterclaims and any and all other defenses; (viii) there are no claims pending or threatened by any Lease Party against Debtor in connection with the party named therein who Lease or otherwise; (ix) the Lease documentation evidences a valid reservation of title to, or first lien on, the Equipment and all other property that is obligated to pay the same subject of the Lease that is effective against all persons; (hereinafter called "Obligor")x) Debtor has properly and timely filed or recorded any Lease documentation or other instruments as may be required under all applicable filing and recording statutes, and the security interests has obtained all necessary subordinations, releases and/or waivers, to ensure that are part of each item of chattel paper included Debtor's lien or other interest in the Collateral are valid, first Equipment and prior perfected security interests all other property that is the subject only of the Lease is and will be superior to Permitted Encumbrances. Each Obligor is solvent, and the amount that of all other persons; (xi) Debtor has represented the right to assign the Lease to Secured Party and the assignment conveys to Secured Party good and valid title, at law and in equity, to the Lease, free and clear of any and all liens, claims and encumbrances of any kind or nature whatsoever and (xii) as owing by each Obligor of the date a Lease is assigned to Secured Party hereunder, (1) except April 1998 payment, no payment due under the amount actually and unconditionally owing by Lease was more than ten (IO) days past due, (2) no nonpayment default was in existence thereunder, (3) Debtor has no knowledge that Obligor, without deduction except for normal cash discounts where applicable; no Obligor any Lease Party is asserting or has any basis to assert any defense, setoff, claim or counterclaim against to its obligations under any Lease Document, (4) Debtor that can be asserted against Secured has not granted any extensions or waivers under the Lease during the period since the commencement date of the Lease, (5) the Lease complies with all applicable usury laws, retail installment sales acts, truth-in-lending and truth-in-leasing laws and regulations and all other applicable laws and regulations and (6) no consent of any Lease Party whether in any proceeding is required for Lessor to enforce the Security Interest assign or otherwise. Each documentgrant a security interest in, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organizationas applicable, the Debtor's state organization number is 004232773Lease or the Equipment.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationjurisdiction in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (viii) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (viiv) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 The Collateral is, and is intended to be, used, produced or acquired by Debtor primarily for business use. 4.3 The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. 4.4 All tangible Collateral will be kept at Debtor's address set forth at the beginning of this Agreement and/or at the locations described on Schedule "2" attached hereto. Debtor's records concerning the Collateral will be kept at Debtor's address set forth at the beginning of this Agreement. 4.5 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and the Permitted Encumbrances and Security Interests; no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Security Interest and the Permitted EncumbrancesSecurity Interests. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 4.6 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 4.7 Debtor is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The Debtor's Federal employer identification number is _______________. 4.6 If execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any breach of the terms and conditions or constitute a default under any agreement or instrument under which Debtor is a registered organizationparty or is obligated. Debtor is not in default in the performance or observance of any covenants, the Debtor's state organization number is 004232773.conditions or provisions of any such agreement or instrument. -4-

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrances. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants and, so long as any Indebtedness remains unpaid, shall be deemed continuously to represent and warrant that: 4.1 If Debtor is a "registered organization" : (as defined in the UCC), it (ia) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Debtor is the owner of the Collateral free of all security interests interests, adverse claims or other encumbrances encumbrances, except the Security Interest and Permitted Encumbrances prior security interests in Debtor's Collateral and no financing statement covering accounts receivable, held by those parties previously disclosed to Secured Parties, attached hereto as Exhibit "1". Secured Parties hereby acknowledge that the security interest granted herein shall be subordinate to those security interests included in Exhibit 1 previously granted by Debtor; (b) Debtor is authorized to enter into this Security Agreement and this Security Agreement is not in contravention of any law or any indenture, agreement or undertaking to which Debtor is a party or by which it is bound; (c) Debtor is duly organized and existing under the laws of the state of Pennsylvania and in good standing and authorized to do business in all states in which Debtor is doing business; (d) Debtor is engaged in business operations, Debtor's business is carried on, Debtor's chief executive office is located and Debtor's records concerning the Collateral are kept at the address specified above and the Collateral is filed or recorded in any public office except those necessary to perfect located at the interests address specified above; (e) each Account, Chattel Paper, Document, Instrument, General Intangible, which constitute Permitted Encumbrances. 4.3 The Collateral isis an outstanding obligation, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral Contract is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same it (hereinafter called "ObligorAccount Debtor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that ; (f) any amounts represented by Debtor has represented to Secured Party Parties as owing by each Obligor or any Account Debtor is the correct amount actually and unconditionally owing by that Obligorowing, without deduction except for normal cash discounts where applicable; no Obligor has not subject to any defense, setoffoffset, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument Debtor; and chattel paper included in (g) the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewithshall be used exclusively for business purposes. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "“registered organization" ” (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "“State"”) as a corporation; (iv) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a a 4.2 party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 4.3 The Debtor’s Federal employer identification number is . 4.4 If the Debtor is a registered organization, the Debtor’s State organization number is . 4.5 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrancesoffice. 4.3 4.6 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 4.7 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "“Obligor"”), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC)corporation, limited liability company, partnership or trust, it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationstate in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (v) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (vi) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument.the 4.2 Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrancesoffice. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 above. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor or Debtor's residence if Debtor is an individual without an office. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrancesinterests. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.

REPRESENTATIONS AND WARRANTIES OF DEBTOR. Debtor hereby represents and warrants that: 4.1 If Debtor is a "registered organization" (as defined in the UCC), it (i) represents that its name as described in the preamble to this Agreement is accurate; (ii) represents that its chief executive office is located at the address described in the preamble to this Agreement; (iii) is duly organized, validly existing and in good standing under the laws of the State of Texas (the "State") as a corporationstate in which it is organized; (ivii) is qualified to do business and is in good standing under the laws of the state in which the Collateral is located and in each state in which it is doing business; (viii) has full power and authority to own its properties and assets and to carry on its businesses as now conducted; and (viiv) is fully authorized and permitted to execute and deliver this Agreement and to enter into any transactions evidenced by any portion of the Collateral. The execution, delivery and performance by Debtor of this Agreement and all other documents and instruments relating to the Obligation will not result in any material breach of the terms and conditions or constitute a default under any material agreement or instrument under which Debtor is a party or is obligated. Debtor is not in material default in the performance or observance of any covenants, conditions or provisions of any such agreement or instrument. 4.2 Subject to Section 7.2 of the Loan Agreement, Debtor is the owner of the Collateral free of all security interests or other encumbrances except the Security Interest and Permitted Encumbrances and no financing statement covering the Collateral is filed or recorded in any public office except those necessary to perfect the interests which constitute Permitted Encumbrancesoffice. 4.3 The Collateral is, and is intended to be, used, produced or acquired by Debtor for use primarily for the purpose marked in Section 3 abovebusiness purposes. The address of Debtor set forth at the beginning of this Agreement is the chief executive office of Debtor. If a portion of the Collateral is or will become a fixture, it will be affixed to the real property as described above. 4.4 Each account, chattel paper or general intangible included in the Collateral is genuine and enforceable in accordance with its terms against the party named therein who is obligated to pay the same (hereinafter called "Obligor"), and the security interests that are part of each item of chattel paper included in the Collateral are valid, first and prior perfected security interests subject only to Permitted Encumbrances. Each Obligor is solvent, and the amount that Debtor has represented to Secured Party as owing by each Obligor is the amount actually and unconditionally owing by that Obligor, without deduction except for normal cash discounts where applicable; no Obligor has any defense, setoff, claim or counterclaim against Debtor that can be asserted against Secured Party whether in any proceeding to enforce the Security Interest or otherwise. Each document, instrument and chattel paper included in the Collateral is complete and regular on its face and free from evidence of forgery or alteration. No default has occurred in connection with any instrument, document or chattel paper included in the Collateral, no payment in connection therewith is overdue and no presentment, dishonor or protest has occurred in connection therewith. 4.5 The Debtor's Federal employer identification number is _______________. 4.6 If the Debtor is a registered organization, the Debtor's state organization number is 004232773.