Common use of Representations, Warranties and Covenants of the Bank Clause in Contracts

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established the Deposit Accounts in the name of the Credit Party. Except as provided in the foregoing sentence, the Bank shall not change the name or account number of any Deposit Account without the prior written consent of the Collateral Agent. (b) Each Deposit Account is a “deposit account” as defined in the UCC. (c) Except for the claims and interest of the Collateral Agent and of the Credit Party in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Party with respect to any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Party or the Collateral Agent is the Bank’s customer with respect to any Deposit Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Agent and for the benefit of the Collateral Agent and the Secured Parties.

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established [the Lockbox and] the Deposit Accounts in the name of the Credit Loan Party. [Effective as of the date of this Amended Agreement, the title of the Collection Account shall be changed to “[Loan Party Name] — [Collateral Agent Name] Collection Account”. Except as provided in the foregoing sentence, the the] [The] Bank shall not change the name or account number of any Deposit Account without the prior written consent of the Collateral Agent. (b) Each Deposit Account is a “deposit account” as defined in the UCC. (c) Except for the claims and interest of the Collateral Agent and of the Credit Loan Party in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, the Lockbox, any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Loan Party with respect to any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Loan Party or the Collateral Agent is the Bank’s customer with respect to any Deposit Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Agent and for the benefit of the Collateral Agent and the Secured Finance Parties.

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established [the Lockbox and] the Deposit Accounts in the name of the Credit Loan Party. [Effective as of the date of this Agreement, the title of the Collection Account shall be changed to “[Loan Party Name] — [Collateral Agent Name] Collection Account”. Except as provided in the foregoing sentence, the the] [The] Bank shall not change the name or account number of any Deposit Account without the prior written consent of the Collateral Agent. (b) Each Deposit Account is a “deposit account” as defined in the UCC. (c) Except for the claims and interest of the Collateral Agent and of the Credit Loan Party in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, the Lockbox, any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Loan Party with respect to any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Loan Party or the Collateral Agent is the Bank’s customer with respect to any Deposit Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Agent and for the benefit of the Collateral Agent and the Secured Finance Parties.

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established the Deposit Accounts in the name of the Credit PartyGrantor. Effective as of the date of this Agreement, the title of the Collection Account shall be changed to “Grantor Name - Bank of America, N.A. Collection Account”. Except as provided in the foregoing sentence, the Bank shall not change the name or account number of any Deposit Account without the prior written consent of the Collateral Administrative Agent. (b) Each Deposit Account is a “deposit account” as defined in the UCCUniform Commercial Code. (c) Except for the claims and interest of the Collateral Administrative Agent and of the Credit Party Grantor in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Party Grantor with respect to any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Party Grantor or the Collateral Administrative Agent is the Bank’s customer with respect to any Deposit Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Administrative Agent and for the benefit of the Collateral Administrative Agent and the Secured Parties.

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established the Deposit Accounts Account in the name of the Credit Loan Party. [Except as provided in the foregoing sentence, the the] [The] Bank shall not change the name or account number of any Deposit the Account without the prior written consent of the Collateral Agent. (b) Each Deposit The Account is a “"deposit account” " as defined in the UCC. (c) Except for the claims and interest of the Collateral Agent and of the Credit Loan Party in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, any Deposit the Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Loan Party with respect to any Deposit the Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit the Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts Account or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Loan Party or the Collateral Agent is the Bank’s 's customer with respect to any Deposit the Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Agent and for the benefit of the Collateral Agent and the Secured Finance Parties.

Representations, Warranties and Covenants of the Bank. The Bank hereby represents, warrants and covenants that: (a) The Bank has established the Deposit Accounts in the name of the Credit Loan Party. Except as provided in the foregoing sentence, the The Bank shall not change the name or account number of any Deposit Account without the prior written consent of the Collateral Agent. (b) Each Deposit Account is a “deposit account” as defined in the UCC. (c) Except for the claims and interest of the Collateral Agent and of the Credit Loan Party in the Deposit Account Collateral, the Bank does not know of any claim to, interest in or adverse claim to, any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto. (d) There are no other agreements entered into between the Bank and the Credit Loan Party with respect to any Deposit Account or any Deposit Account Collateral deposited therein or credited thereto, and the Bank has not entered into, and until the termination of this Agreement will not enter into, any agreement with any other Person relating to any Deposit Account and/or any Deposit Account Collateral deposited therein or credited thereto pursuant to which it has agreed or will agree to comply with instructions originated by such other Person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral. (e) The Bank will not agree that any Person other than the Credit Loan Party or the Collateral Agent is the Bank’s customer with respect to any Deposit Account. (f) This Agreement constitutes a valid and binding agreement of the Bank, enforceable against the Bank in accordance with its terms. (g) The Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for the Collateral Agent and for the benefit of the Collateral Agent and the Secured PartiesAgent.