Representations, Warranties, and Certifications. All representations, warranties, and certifications made by the Borrower in this Agreement, or in any agreement, instrument, or certificate delivered pursuant hereto, shall survive the execution and delivery of this Agreement, the purchasing of the Bond hereunder, and the making of Advances thereunder.
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to Agent and Lenders that, as of the date of the Advance requested herein:
(a) there exists no Potential Default or Event of Default;
(b) the Borrower has performed and complied with all agreements and conditions contained in the Agreement that are required to be performed or complied with by the Borrower; and
(c) the representations and warranties of a continuing nature contained in the Agreement and each of the other Loan Documents are true and correct in all material respects (except to the extent that they speak to a specific date or are based on facts which have changed by transactions expressly contemplated or permitted by the Credit Agreement), with the same force and effect as though made on and as of the date of the Advance.
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to the Agent and the Lenders that, as of the date of the Advance or Swingline Advance requested herein:
(a) No Potential Default or Event of Default exists.
(b) The representations and warranties of a continuing nature contained in the Credit Agreement and each of the other Loan Documents are true and correct in all material respects, with the same force and effect as though made on and as of the date of the Advance or Swingline Advance except those representations and warranties that relate only to a particular date.
Representations, Warranties, and Certifications. Except to the extent waived by both FFB and the Secretary, all representations, warranties, and certifications made by the Borrower in this Agreement, or in any agreement, instrument, or certificate delivered pursuant hereto, shall survive the execution and delivery of this Agreement, the purchasing of the Notes hereunder, and the making of Advances thereunder.
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to the Credit Parties that, as of the date of the Loan requested herein:
(a) There exists no Potential Default or Event of Default.
(b) Each Company has performed and complied with all agreements and conditions contained in the Credit Agreement that are required to be performed or complied with by each Company.
(c) The representations and warranties contained in the Credit Agreement and each of the other Loan Documents are true and correct in all material respects, with the same force and effect as though made on and as of the date of the Loan (unless such representations and warranties are, by their express terms, limited to a specific date).
Representations, Warranties, and Certifications. The Loan Parties hereby represent to UBS (which representation will be deemed repeated upon the Borrower's delivery (or deemed delivery) of a Borrowing Confirmation to UBS) that:
(a) the representations and warranties of each Loan Party contained in Article III of the Credit Agreement are true and correct in all material respects (or, in the case of such representations and warranties qualified as to materiality, in all respects) as if each reference therein to the Credit Agreement included reference to this Agreement and the Fee Letter, and if each reference to the transactions contemplated by the Credit Agreement included reference to the transactions contemplated under this Agreement;
(b) the Guarantor is registered under Section 12 of the Exchange Act and has filed all reports (such reports filed on or prior to the time as of which representations are made by the Borrower hereunder, the relevant "Exchange Act Reports") required to be filed with the Commission thereunder;
(c) the Exchange Act Reports, at the time they were filed with the Commission, conformed in all material respects to the requirements of the Exchange Act, and did not, taken as a whole, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not materially misleading;
(d) the Guarantor is not in possession of any material nonpublic information that has not been disclosed in public filings;
(e) the Borrower has not submitted any Borrowing Confirmation solely to create actual or apparent trading activity in any Loans and/or credit default swaps referencing the Loan Party as reference entity (collectively, "Relevant Instruments") or to raise or depress or otherwise manipulate the price of any Relevant Instruments in violation of applicable law; and
(f) each transaction in credit default swaps referencing a Loan Party as reference entity by UBS or any of its affiliates shall be made at UBS's sole discretion and for UBS's own account; including how, when, whether or at what price to effect such transactions, including the price paid or received under credit default swaps referencing the a Loan Party as reference entity (if any).
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to Lender that, as of the date of the Advance requested herein:
(a) No Potential Default or Event of Default exists.
(b) The representations and warranties of a continuing nature contained in the Credit Agreement and each of the other Loan Documents are true and correct in all material respects, with the same force and effect as though made on and as of the date of the Advance except those representations and warranties that relate only to a particular date.
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to the Credit Parties that, as of the date of, and after giving effect to, the Borrowing requested herein:
(a) no Unmatured Default or Default exists; and
(b) the representations and warranties of a continuing nature contained in the Credit Agreement and each of the other Loan Documents are true and correct in all material respects (except to the extent that they speak to a specific date or are based on facts which have changed as a result of events, occurrences, or transactions expressly contemplated or otherwise permitted by the Credit Agreement), with the same force and effect as though made on and as of the date of the Borrowing.
Representations, Warranties, and Certifications. Borrower hereby represents, warrants, and certifies to Lender that, as of the date of the Additional Advance requested herein:
(a) There exists no Event of Default, and no material adverse change or effect has occurred and is continuing, or would result from or after giving effect to such Additional Advance.
(b) Borrower has performed and complied with all agreements and conditions contained in the Loan Agreement that are required to be performed or complied with by Borrower.
(c) The representations and warranties contained in the Loan Agreement and each of the other Loan Documents are true and correct in all respects, with the same force and effect as though made on and as of the date of the Additional Advance.
Representations, Warranties, and Certifications. Each Consenting Lender hereby represents, warrants and certifies to the Agent that (i) it is a Lender under the Credit Agreement and currently holds the outstanding percentage of Loans and Commitments set forth below its signature to the Restructuring Support Agreement; (ii) it is duly organized, validly existing and in good standing under the laws of the state or country of its formation, and has the power and authority, and the legal right, to enter into this Agreement and to perform all of its obligations hereunder; (iii) this Agreement has been executed and delivered by a duly authorized officer or director of such Consenting Lender; and (iv) this Agreement constitutes a legal, valid and binding obligation of such Consenting Lender, enforceable against such Consenting Lender, in accordance with its terms except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law)
