Representations and Warranties of Each Agent. First Lien Creditor and each Second Lien Creditor each represents and warrants to the other that it has been authorized by the First Lien Claimholders or the Second Lien Claimholders, as applicable, under the First Lien Account Agreement or the Second Lien Credit Agreements, as applicable, to enter into this Agreement and that each of the agreements, covenants, waivers, and other provisions hereof is valid, binding, and enforceable against the First Lien Creditor or such Second Lien Creditor, as applicable, as fully as if they were parties hereto.
Representations and Warranties of Each Agent. ABL Agent and Term Loan Agent each represents and warrants to the other that it has been authorized by the ABL Claimholders or the Term Loan Claimholders, as applicable, under the ABL Credit Agreement or the Term Loan Credit Agreement, as applicable, to enter into this Agreement and that each of the agreements, covenants, waivers, and other provisions hereof is valid, binding, and enforceable against the ABL Lenders or Term Loan Lenders, as applicable, as fully as if they were parties hereto.
Representations and Warranties of Each Agent. The Revolving Collateral Agent and the Notes Collateral Agent each represent and warrant to the other that it has been authorized by Revolving Lenders or holders of Notes, as applicable, under the Existing Revolving Credit Agreement or the Existing Indenture, as applicable, to enter into this Agreement.
Representations and Warranties of Each Agent. ABL Agent and Notes Agent each represents and warrants to the other that it has been authorized and instructed by ABL Lenders or holders of the Notes, as applicable, under the ABL Credit Agreement or the Indenture, as applicable, to enter into this Agreement and that each of the agreements, covenants, waivers, and other provisions hereof is valid, binding, and enforceable against the other ABL Claimholders or the other Notes Claimholders, as applicable, as fully as if they were parties hereto..
Representations and Warranties of Each Agent. Each of Senior Agent and Junior Agent represents and warrants to the other that it has been authorized by Senior Lenders or the other Junior Claimholders, as applicable, under the Senior Credit Agreement or any Junior Indenture, as applicable, to enter into this Agreement and that each of the agreements, covenants, waivers, and other provisions hereof is valid, binding, and enforceable against the Senior Lenders or other Junior Claimholders, as applicable, as fully as if each such Person had duly executed this Agreement.
Representations and Warranties of Each Agent. Each of the Warrant Lender Agent and Convertible Note Lender Agent represents and warrants to the other parties hereto that it has been authorized by the Lenders under and as defined in the Warrant Loan Agreement or the Convertible Note Loan Agreement, as applicable, to enter into this Agreement.
Representations and Warranties of Each Agent. Revolver Agent and Term Loan Agent each represents and warrants to the other that it has been authorized by Revolver Administrative Agents and Revolver Claimholders or Term Loan Claimholders, as applicable, under the Revolver Credit Agreement or the Term Loan Credit Agreement, as applicable, to enter into this Agreement and that each of the agreements, covenants, waivers, and other provisions hereof is valid, binding, and enforceable against the Revolver Administrative Agents and Revolver Claimholders or Term Loan Claimholders, as applicable, as fully as if they were parties hereto.
Representations and Warranties of Each Agent. Each Agent makes the following representations and warranties as of the A&R Effective Date:
(a) It is duly organized and existing under the laws of the jurisdiction of its organization with full power and authority to execute and deliver this Agreement and to perform all of the duties and obligations to be performed by it hereunder;
(b) This Agreement will be, legally and validly entered into by such Agent, does not, and will not, violate any ordinance, charter, by-law, rule or statute applicable to it, and is enforceable against such Agent in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors' rights generally; and
(c) The person executing this Agreement on such Agent’s behalf has been duly and properly authorized to do so.
Representations and Warranties of Each Agent. Each of the First Lien Agents and the Second Lien Agent represents and warrants to the other that it has been authorized by the Required Lenders (as defined in the First Lien Loan Agreement) or the Requisite Second Lien Creditors, as applicable, under the First Lien Loan Agreement or the Second Lien Loan Agreement, as applicable, to enter into this Amendment and that each of the agreements, covenants, waivers, and other provisions hereof and in the Amended Intercreditor Agreement is valid, binding, and enforceable against the First Lien Lenders or the Second Lien Lenders, as applicable, as fully as if they were parties hereto.
Representations and Warranties of Each Agent. (a) The Term A Agent represents and warrants to the other parties hereto that it has been authorized by the Lenders under and as defined in the Term A Credit Agreement to enter into this Agreement.
(b) The Revolver Agent represents and warrants to the other parties hereto that it has been authorized by the Lenders under and as defined in the Revolver Credit Agreement to enter into this Agreement.
(c) The Junior Agent represents and warrants to the other parties hereto that it has been authorized by the Lenders under and as defined in the Junior Credit Agreement to enter into this Agreement.
