Common use of Warranties Regarding Collateral Clause in Contracts

Warranties Regarding Collateral. (a) The Borrower warrants and represents that it is and will continue to be the owner of the Collateral, now owned and upon the acquisition of the same, free and clear of all encumbrances and security interest, other than the security interest in favor of the Secured Parties hereunder and Liens expressly permitted by the Agreement, and that it will defend the Collateral and any products and proceeds thereof against all claims and demands of all persons at any time claiming the same or any interest therein adverse to the Secured Parties. (b) The Borrower will not sell, exchange, lease, mortgage, encumber, pledge (except as permitted herein), or otherwise dispose of the Collateral, except in the ordinary course of business, without the prior written consent of the Agent or as otherwise provided in the Agreement. (c) The chief place of business and chief executive office of the Borrower is located at 0000 Xxxxxxxx Xxxx, Xxxxxxx, Xxxxxxxxx. As of the date hereof, the Collateral owned by the Borrower is kept at the Borrower's chief executive office and at the other locations specified in SCHEDULE 1 attached hereto and incorporated herein by reference. Records pertaining to the Collateral are kept at the same such locations. (d) The execution and delivery of this Security Agreement, together with the filing of the UCC-1 Financing Statements identified in SCHEDULE 2 attached hereto and incorporated herein by reference (each of which Financing Statements is in proper form, and has been duly executed by the Borrower and delivered to the Agent for the benefit of the Secured Parties) will create a valid, enforceable and perfected security interest in all the Collateral securing the Obligations, which security interest will be a first priority security interest. (e) The Borrower has not, since January 1, 1992, transacted business, and does not transact business, under any names or trade names other than as identified on SCHEDULE 3 attached hereto.

Warranties Regarding Collateral. (a) The Borrower warrants and represents that it is and will continue to be the owner of the Collateral, now owned and upon the acquisition of the same, free and clear of all encumbrances and security interest, other than the security interest in favor of the Secured Parties hereunder and Liens expressly permitted by the Agreement, and that it will defend the Collateral and any products and proceeds thereof against all claims and demands of all persons at any time claiming the same or any interest therein adverse to the Secured Parties. (b) The Borrower will not sell, exchange, lease, mortgage, encumber, pledge (except as permitted herein), or otherwise dispose of the Collateral, except in the ordinary course of businessbusiness or pursuant to a Year End Domestic Receivables Transaction or replace the same, without the prior written consent of the Agent or as otherwise provided in the Agreement. (c) The chief place of business and chief executive office of the Borrower is located at 0000 Xxxxxxxx Xxxx5980 Xxxxx Xxxxx Xxxxx, XxxxxxxXxxxx Xxxxx, XxxxxxxxxXxxxxxx 00000. As Xx of the date hereof, the Collateral owned by the Borrower is kept at the Borrower's chief executive office and at the other locations specified in SCHEDULE Schedule 1 attached hereto and incorporated herein by reference. Records pertaining to the Collateral are kept at the same such locations. (d) The execution and delivery of this Security Agreement, together with the filing of the UCC-1 Financing Statements identified in SCHEDULE Schedule 2 attached hereto and incorporated herein by reference (each of which Financing Statements is in proper form, and has been duly executed by the Borrower and delivered to the Agent for the benefit of the Secured Parties) will create a valid, enforceable and perfected security 121 interest in all the Collateral securing the Obligations, which security interest will be a first priority security interest. (e) The Borrower has not, since January 1, 19921995, transacted business, and does not transact business, under any names or trade names other than as identified on SCHEDULE Schedule 3 attached hereto.

Warranties Regarding Collateral. (a) The Borrower warrants Guarantors warrant and represents represent that it is they are and will continue to be the owner owners of the Collateral, now owned and upon the acquisition of the same, free and clear of all encumbrances and security interest, other than the security interest in favor of the Secured Parties hereunder and Liens expressly permitted by the Agreement, and that it they will defend the Collateral and any products and proceeds thereof against all claims and demands of all persons at any time claiming the same or any interest therein adverse to the Secured Parties. (b) The Borrower Guarantors will not sell, exchange, lease, mortgage, encumber, pledge (except as permitted herein), or otherwise dispose of the Collateral, except in the ordinary course of businessbusiness or replace the same, without the prior written consent of the Agent or as otherwise provided in the Agreement. (c) The chief place places of business and chief executive office offices of the Borrower is Guarantors are located at 0000 Xxxxxxxx Xxxx, Xxxxxxx, Xxxxxxxxxthe addresses underneath their signatures hereto. As of the date hereof, the Collateral owned by the Borrower each Guarantor is kept at the Borrowersuch Guarantor's chief executive office and at the other locations specified in SCHEDULE Schedule 1 attached hereto and incorporated herein by reference. Records pertaining to the Collateral are kept at the same such locations. (d) The execution and delivery of this Security Agreement, together with the filing of the UCC-1 Financing Statements identified in SCHEDULE Schedule 2 attached hereto and incorporated herein by reference (each of which Financing Statements is in proper form, and has been duly executed by the Borrower Guarantors and delivered to the Agent for the benefit of the Secured Parties) will create a valid, enforceable and perfected security interest in all the Collateral securing the Obligations, which security interest will be a first priority security interest. (e) The Borrower has notNo Guarantor has, since January 1, 19921995, transacted business, and does not transact business, under any names or trade names other than as identified on SCHEDULE Schedule 3 attached hereto.