REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make Loans to, and issue Letters of Credit for the account of, the Borrower pursuant to the Credit Agreement, each Guarantor represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make Loans to, and issue Letters of Credit for the account of the Borrowers pursuant to the Credit Agreement, in order to induce the Specified Creditors to execute, deliver and perform the Secured Hedging Agreements to which they are a party and in order to induce the Treasury Services Creditors to execute, deliver and perform the Treasury Services Agreements to which they are a party, each Guarantor represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make Loans to and for the account of the Borrower pursuant to the Credit Agreement, and in order to induce the Other Creditors to execute, deliver and perform the Secured Hedging Agreements to which they are a party, each Guarantor represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. Each Guarantor hereby makes to the Administrative Agent and the Lenders all of the representations, warranties, and covenants made by it or on its behalf by Borrower under the Credit Agreement and the other Loan Documents, as if the same were set forth herein in full.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make Loans to, and issue Letters of Credit for the account of, the European Borrower pursuant to the Credit Agreement, in order to induce the Specified Creditors to execute, deliver and perform the Secured Hedging Agreements to which they are a party and in order to induce the Treasury Services Creditors to execute, deliver and perform the Treasury Services Agreements to which they are a party, each Guarantor represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make (or be deemed to have made) loans to the Borrower pursuant to the Loan Agreement, each Guarantor (or, in the case of clause (i) below, each Guarantor that is a Pulitzer Entity) represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to induce the Lenders to make Loans to the Borrowers, and issue Letters of Credit for the account of the U.S. Borrower, in each case, pursuant to the Credit Agreement, and in order to induce the Other Creditors to execute, deliver and perform the Guaranteed Hedging Agreements to which they are a party, each Guarantor represents and warrants as to itself (and the Loan Documents to which it is a party), that all (i) representations and warranties relating to it (and the Loan Documents to which it is a party) in the Credit Agreement are true and correct and (ii) each of the Subsidiaries of the U.S. Borrower listed on Annex I hereto is a Subsidiary which, on the Closing Date (as determined by the U.S. Borrower in good faith on such date on a pro forma basis), is an Immaterial Subsidiary.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. In order to (a) induce the Payee to procure the issuance of the Letters of Credit pursuant to the LC Issuance Documents, (b) induce the Lenders to make Loans to the Borrowers pursuant to the Credit Agreement and (c) induce the Secured Hedge Counterparties to execute, deliver and perform the Secured Hedging Agreements to which they are a party, each Guarantor represents, warrants and covenants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. 9 10. EXPENSES...................................................................................................11 11.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF GUARANTORS. (a) Each Guarantor hereby represents and warrants (i) that it is duly organized and validly existing in good standing under the laws of the jurisdiction under which it is organized and is duly qualified to do business and is in good standing in every other jurisdiction as to which the nature of the business conducted by it makes such qualification necessary, (ii) and perform this Guaranty, (iii) that execution, delivery and performance of this Guaranty by it have been duly authorized by proper action and are not in contravention of law or of the terms of its Articles of Incorporation or By-Laws, or any agreement, instrument, indenture or other undertaking to which it is a party or by which it is bound, (iv) that all registrations and approvals of any governmental agency, department or commission necessary for the execution, delivery and performance of this Guaranty and for the validity and enforceability thereof, have been obtained and are in full force and effect, (v) that this Guaranty is the legal, valid and binding obligation of the Guarantors, enforceable against the Guarantors, in accordance with its terms, subject to bankruptcy, insolvency and similar laws and to the availability of equitable remedies, (vi) that no legal proceedings are pending, or threatened, before any court or governmental agency which would adversely affect its financial condition, operations or any licenses or its ability to perform under this Guaranty, and (vii) that each Guarantor has received and reviewed copies of the Financing Documents.
