Common use of Representations, Warranties and Confirmations Clause in Contracts

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 This Amendment has been duly and validly executed and delivered by it. 4.3 This Amendment, the Receivables Loan Agreement and the Sale and Contribution Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 5.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 5.2 This Amendment has been duly and validly executed and delivered by it. 4.3 5.3 This Amendment, the Receivables Loan Agreement and the Sale and Contribution Agreement and Receivables Loan Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 5.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 5.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 This Amendment has been duly and validly executed and delivered by it. 4.3 This Amendment, the Receivables Loan Agreement and the Sale and Contribution Agreement and Receivables Loan Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 This Amendment has been duly and validly executed and delivered by it. 4.3 This Amendment, Amendment and the Receivables Loan Agreement and the Sale and Contribution Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 3.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 3.2 This Amendment has been duly and validly executed and delivered by it.. KL2 3007290.6 4.3 3.3 This Amendment, Amendment and the Receivables Loan Agreement and the Sale and Contribution Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 3.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 3.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 1. 1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 1. 2 This Amendment has been duly and validly executed and delivered by it. 4.3 1. 3 This Amendment, Amendment and the Receivables Loan Agreement and the Sale and Contribution Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 1. 4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 1. 5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 It has the power and is duly authorized, including by all corporate or limited liability company action on its part, to execute and deliver this Amendment. 4.2 This Amendment has been duly and validly executed and delivered by it. 4.3 This Amendment, Amendment and the Receivables Loan Agreement and the Sale and Contribution Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower such parties and are enforceable against the Borrower in accordance with their terms. 4.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a an Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 Section 3.1. It has the power and is duly authorized, including by all limited liability company action action, on its part, to execute and deliver this Amendment. 4.2 Section 3.2. This Amendment has been duly and validly executed and delivered by it. 4.3 Section 3.3. This Amendment, Amendment and the Receivables Loan Agreement and the Sale and Contribution Agreement Agreement, as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 Section 3.4. Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Section 3.5. Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.

Representations, Warranties and Confirmations. The Borrower hereby represents and warrants that: 4.1 It has the power and is duly authorized, including by all limited liability company action on its part, to execute and deliver this Amendment. 4.2 This Amendment has been duly and validly executed and delivered by it. 4.3 This Amendment, the Receivables Loan Agreement Amendment and the Sale and Contribution Agreement and Receivables Loan Agreement as amended hereby, constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms. 4.4 Immediately prior, and after giving all effect, to this Amendment, the covenants, representations and warranties of the Borrower set forth in the Receivables Loan Agreement are true and correct in all material respects as of the date hereof (except to the extent such representations or warranties relate solely to an earlier date and then as of such date). 4.5 Immediately prior, and after giving all effect, to this Amendment, no event, condition or circumstance has occurred and is continuing which constitutes a Servicer Termination Event, Unmatured Servicer Termination Event, Default or Event of Default.