SECTION 3 REPRESENTATIONS AND WARRANTIES. The Borrower represents and warrants to the Administrative Agent and the Lenders as follows:
SECTION 3 REPRESENTATIONS AND WARRANTIES. Holdco hereby represents to the Lender, with respect to itself, as of the Assumption Effective Date and the date of each withdrawal from the Escrow Account, each of the representations provided in the below listed subsections of Section 3 (Representations and Warranties) of the Credit Agreement, and that such representations shall be subject to subsection 3.23 (Survival of Representations and Warranties) of the Credit Agreement:
(A) 3.4 (No Breach);
(B) 3.5 (Action, Binding Obligations);
(C) 3.6 (Approvals);
(D) 3.8 (Investment Company Act); and
(E) 3.12 (True and Complete Disclosure), solely with respect to information furnished by or on behalf of Holdco and facts known to any Responsible Officer of Holdco;
SECTION 3 REPRESENTATIONS AND WARRANTIES. PacifiCorp represents, covenants, and warrants to Seller that:
SECTION 3 REPRESENTATIONS AND WARRANTIES. In order to induce the Consenting Lenders and the Administrative Agent to enter into this First Amendment, the Borrower represents and warrants to each of the Consenting Lenders and the Administrative Agent that on and as of the date hereof after giving effect to this First Amendment, (i) no Event of Default has occurred and is continuing or would result from giving effect to the First Amendment and (ii) the representations and warranties contained in the Loan Agreement and the other Loan Documents (other than the representations and warranties set forth in Sections 3.05(b), 3.06 and 3.09(a) of the Loan Agreement), are true and correct in all material respects on and as of the date hereof with the same effect as if made on and as of the date hereof except to the extent that such representations and warranties expressly relate to an earlier date and in such case as of such date; provided that any representation or warranty that is qualified by materiality, “Material Adverse Change” or “Material Adverse Effect” shall be true and correct in all respects, as though made on and as of the applicable date, before and after giving effect to the First Amendment.
SECTION 3 REPRESENTATIONS AND WARRANTIES. Notwithstanding any investigation or audit conducted before or after the Closing Date or the decision of any party to complete the Closing, each party shall be entitled to rely upon the representations, warranties, covenants and agreements set forth herein.
SECTION 3 REPRESENTATIONS AND WARRANTIES. The Company hereby represents, warrants and covenants to the Placement Agent as of the date hereof, and as of the Closing Date, or as otherwise set forth in any reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or such shorter period as the Company was required by law or regulation to file such material) (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, together with any Prospectus and any Prospectus Supplement, being collectively referred to herein as the “SEC Reports”) as follows:
SECTION 3 REPRESENTATIONS AND WARRANTIES. To induce the Banks and the Administrative Agent to enter into this Amendment, the Borrower and the Guarantor hereby represent and warrant to the Administrative Agent and each Bank as follows:
SECTION 3 REPRESENTATIONS AND WARRANTIES. In order to induce the other parties hereto to enter into this Second Amendment, the Borrower represents and warrants to the Administrative Agent on behalf of the Lenders that on and as of the date hereof after giving effect to this Second Amendment:
SECTION 3 REPRESENTATIONS AND WARRANTIES. Grantor makes the following representations and warranties to Secured Party:
SECTION 3 REPRESENTATIONS AND WARRANTIES. The Company hereby represents and warrants to the Agent and the Banks, as of the date hereof and as of the Effective Date (as defined in Section 4 hereof), as follows:
