Representations Upon Purchase and Sale. Such purchase shall be expressly made without representation or warranty of any kind by the First Lien Secured Parties as to the First Lien Debt, the Collateral or otherwise and without recourse to the First Lien Secured Parties; except, that, each First Lien Secured Party shall represent and warrant, severally, as to it: (a) the amount of the First Lien Debt being purchased from it are as reflected in the books and records of such First Lien Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (b) that such First Lien Secured Party owns the First Lien Debt being sold by it free and clear of any Lien and (c) such First Lien Secured Party has the right to assign the First Lien Debt being sold by it and the assignment by it is duly authorized.
Representations Upon Purchase and Sale. Such purchase and sale shall be expressly made without representation or warranty of any kind by Term Loan Agent or any Term Loan Secured Party as to the Term Loan Debt or otherwise and without recourse to the Term Loan Secured Parties; except, that, each Term Loan Secured Party that is transferring such Term Loan Debt shall represent and warrant, severally as to it: (a) the amount of the Term Loan Debt being purchased from it is as reflected in the books and records of such Term Loan Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (b) that such Term Loan Secured Party owns the Term Loan Debt being sold by it free and clear of any liens or encumbrances and (c) such Term Loan Secured Party has the right to assign the Term Loan Debt being sold by it and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such purchase and sale shall be expressly made without representation or warranty of any kind by ABL Agent or any other ABL Secured Party as to the ABL Debt or otherwise and without recourse to the ABL Secured Parties; except, that, each ABL Secured Party that is transferring such ABL Debt shall represent and warrant, severally as to it: (a) the amount of the ABL Debt being purchased from it is as reflected in the books and records of such ABL Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (b) that such ABL Secured Party owns the ABL Debt being sold by it free and clear of any liens or encumbrances and (c) such ABL Secured Party has the right to assign the ABL Debt being sold by it and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such purchase shall be expressly made without representation or warranty of any kind by First Lien Lenders as to the First Lien Debt, the Collateral or otherwise and without recourse to First Lien Lenders, except that each First Lien Lender shall represent and warrant, severally, as to it: (a) the principal amount of the First Lien Debt being purchased from it are as reflected in the books and records of such First Lien Lender (but without representation or warranty as to the collectibility, validity or enforceability or any other matter in respect thereof), (b) that such First Lien Lender owns the First Lien Debt being sold by it free and clear of any liens or encumbrances and (c) such First Lien Lender has the right to assign the First Lien Debt being sold by it and the assignment is duly authorized. Upon the purchase by the Noteholders of the First Lien Debt, the Noteholders agree to indemnify and hold the First Lien Lenders harmless from and against all loss, cost, damage or expense (including reasonable attorneys’ fees and legal expenses) suffered or incurred by the First Lien Lenders arising from or in any way relating to acts or omissions of the First Lien Agent or any other First Lien Lender after the purchase.
Representations Upon Purchase and Sale. Such purchase and sale shall be expressly made without representation or warranty of any kind by the Revolving Loan Agent or any Revolving Loan Secured Party as to the Revolving Loan Obligations or otherwise and without recourse to the Revolving Loan Secured Parties; except, that, each Revolving Loan Secured Party that is transferring such Revolving Loan Obligations shall represent and warrant, severally as to it: (a) the amount of the Revolving Loan Obligations being purchased from it is as reflected in the books and records of such Revolving Loan Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (b) that such Revolving Loan Secured Party owns the Revolving Loan Obligations being sold by it free and clear of any liens or encumbrances and (c) such Revolving Loan Secured Party has the right to assign the Revolving Loan Obligations being sold by it and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such purchase shall be expressly made without representation or warranty of any kind by ABL Secured Parties as to the ABL Debt, the ABL Collateral or otherwise and without recourse to ABL Secured Parties, except that each ABL Secured Party shall represent and warrant, severally, as to it: (a) the amount of the ABL Debt being purchased from it are as reflected in the books and records of such ABL Secured Party (but without representation or warranty as to the collectibility, validity or enforceability thereof), (b) that such ABL Secured Party owns the ABL Debt being sold by it free and clear of any liens or encumbrances and (c) such ABL Secured Party has the right to assign the ABL Debt being sold by it and the assignment is duly authorized. Upon the purchase by Noteholder Secured Parties of the ABL Debt, Noteholder Secured Parties agree to indemnify and hold ABL Secured Parties harmless from and against all loss, cost, damage or expense (including reasonable attorneys’ fees and legal expenses) suffered or incurred by ABL Secured Parties arising from or in any way relating to acts or omissions of Collateral Agent or any of the other Noteholder Secured Parties after the purchase. Subject to the foregoing, ABL Secured Parties shall execute and deliver such instruments of transfer and other documents as shall be necessary or desirable to fully vest title to the ABL Debt in the Noteholder Secured Parties (or their designee) and to effectively transfer all Liens securing the ABL Debt to the Noteholder Secured Parties (or their designee). Table of Contents
Representations Upon Purchase and Sale. Such purchase and sale shall be expressly made without representation or warranty of any kind by the First Lien Term Loan Agent or any First Lien Term Loan Secured Party as to the First Lien Term Loan Obligations or otherwise and without recourse to the First Lien Term Loan Secured Parties; except, that, each First Lien Term Loan Secured Party that is transferring such First Lien Term Loan Obligations shall represent and warrant, severally as to it: (a) the amount of the First Lien Term Loan Obligations being purchased from it is as reflected in the books and records of such First Lien Term Loan Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (b) that such First Lien Term Loan Secured Party owns the First Lien Term Loan Obligations being sold by it free and clear of any liens or encumbrances and (c) such First Lien Term Loan Secured Party has the right to assign the First Lien Term Loan Obligations being sold by it and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such Revolving Loan Debt Purchase shall be expressly made without representation or warranty of any kind by Revolving Loan Agent or any Revolving Loan Secured Party as to the Revolving Loan Debt or otherwise and without recourse to the Revolving Loan Secured Parties; except, that, the Revolving Loan Lender that is transferring such Revolving Loan Debt shall represent and warrant: xvi) the amount of the Revolving Loan Debt being purchased from it, xvii) that such Revolving Loan Lender owns the Revolving Loan Debt free and clear of any Liens or encumbrances and xviii) that such Revolving Loan Lender has the right to assign such Revolving Loan Debt and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such purchase shall be expressly made without representation or warranty of any kind by U.S. Revolver Secured Parties as to the U.S. Revolver Obligations, the U.S. Revolver First Lien Collateral or otherwise and without recourse to U.S. Revolver Secured Parties, except that each U.S. Revolver Secured Parties shall represent and warrant, severally, as to it: (x) the amount of the U.S. Revolver Obligations being purchased from it are as reflected in the books and records of such U.S. Revolver Secured Party (but without representation or warranty as to the collectability, validity or enforceability thereof), (y) that such U.S. Revolver Secured Party owns the U.S. Revolver Obligations being sold by it and such U.S. Revolver Secured Party has not created any Lien on, or sold any participation in, any U.S. Revolver Obligations being sold by it, and (c) such U.S. Revolver Secured Party has the right to assign the U.S. Revolver Obligations being sold by it and the assignment is duly authorized.
Representations Upon Purchase and Sale. Such purchase shall be expressly made without representation or warranty of any kind by Revolving Facility Secured Parties as to the Revolving Credit Obligations, the Collateral or otherwise and without recourse to Revolving Facility Secured Parties, except that each Revolving Facility Secured Party shall represent and warrant, severally, as to it: (i) the amount of the Revolving Credit Obligations being purchased from it are as reflected in the books and records of such Revolving Facility Secured Party (but without representation or warranty as to the collectibility, validity or enforceability thereof), (ii) that such Revolving Facility Secured Party owns the Revolving Credit Obligations being sold by it free and clear of any liens or encumbrances, and (iii) such Revolving Facility Secured Party has the right to assign the Revolving Credit Obligations being sold by it and the assignment is duly authorized. Upon the purchase by Noteholder Secured Parties of the Revolving Credit Obligations, Noteholder Secured Parties agree to indemnify and hold Revolving Facility Secured Parties harmless from and against all loss, cost, damage or expense (including reasonable attorneys’ fees and legal expenses) suffered or incurred by Revolving Facility Secured Parties arising from or in any way relating to acts or omissions of Collateral Agent or any of the other Noteholder Secured Parties after the purchase.
