Year 2000 Representations. Each Credit Party has completed a Year 2000 Assessment, a copy of which has been delivered to Agent.
Year 2000 Representations. Each Credit Party has completed a Year 2000 Assessment and a Year 2000 Corrective Plan, copies of which have been delivered to Agent, and each Credit Party completed all Year 2000 Corrective Actions and Year 2000 Implementation Testing. Each Credit Party has eliminated all Year 2000 Problems, except where the failure to correct the same could not reasonably be expected to have a Material Adverse Effect, individually or in the aggregate.
Year 2000 Representations. Each Credit Party has completed a Year 2000 Assessment and a Year 2000 Corrective Plan, copies of which have been delivered to Agent, and each Credit Party shall complete all Year 2000 Corrective Actions by October 31, 1999.
Year 2000 Representations. The Company represents and warrants that:
(a) The Company does not have any computer applications that it believes are mission critical to the operation of synthetic fuel facilities that it operates. While the Company has not formally verified Year 2000 compliance with licensees that utilize the Company's technology in their synthetic fuel facilities, the Company believes that the computer applications used in the operations of these facilities are not mission critical. Accordingly, the Company believes that Year 2000 issues will not be significant to these computer applications and accordingly, upgrading or modifications to these applications to make them Year 2000 compliant will not be significant.
(b) During 1998 the Company upgraded its network operating system and believes that system is Year 2000 compliant and that any additional upgrading to that system will not be significant. The Company utilizes computer applications in the finance and accounting departments and in the corporate office that utilize a two-digit date that will need to be upgraded in order to be Year 2000 compliant. The Company has contacted the providers of this software and they have indicated that Year 2000 compliant software will be available in early 1999. The Company believes the cost to purchase this upgraded software and to convert the applicable applications to this new software will be less than $50,000. The Company anticipates that this conversion will be completed by June 30, 1999. The costs incurred during 1998 to upgrade the network operating systems was approximately $25,000 and is included in selling, general and administrative expenses.
Year 2000 Representations. On the basis of a comprehensive review and assessment of Company's systems and equipment and inquiry made of Company's material suppliers, vendors and customers, the Company reasonably believes that the "Year 2000 problem" (that is, the inability of computers, as well as embedded microchips in non-computing devices, to perform properly date-sensitive functions with respect to certain dates prior to and after December 31, 1999), including costs of remediation, will not have a Materially Adverse Effect. The Company has developed feasible contingency plans adequate to ensure uninterrupted and unimpaired business operation in the event of failure of its own or, to the extent within the Company's control, a third party's systems or equipment due to the Year 2000 problem, including those of vendors, customers, and suppliers, as well as a general failure of or interruption in its communications and delivery infrastructure.
Year 2000 Representations. Borrower, on behalf of each Credit ------------------------- Party, has adopted a Year 2000 Corrective Plan, copies of which have been delivered to Agent.
Year 2000 Representations. Each Credit Party (other than the Marcliff Subsidiaries) has completed and delivered to Agent a Year 2000 Assessment and a Year 2000 Corrective Plan.
Year 2000 Representations. (a) None of the computer software, computer firmware, computer hardware (whether general or special purpose) or other similar or related items of automated, computerized or software systems that are used or relied on by Company or by any of its Subsidiaries in the conduct of their respective businesses will malfunction, will cease to function, will generate incorrect data or will produce incorrect results when processing, providing or receiving (i) date-related data from, into and between the twentieth and twenty-first centuries or (ii) date-related data in connection with any valid date in the twentieth and twenty-first centuries.
(b) None of the products and services sold, licensed, rendered, or otherwise provided by the Company or by any of its Subsidiaries in the conduct of their respective businesses will malfunction, will cease to function, will generate incorrect data or will produce incorrect results when processing, providing or receiving (i) date-related data from, into and between the twentieth and twenty-first centuries or (ii) date-related data in connection with any valid date in the twentieth and twenty-first centuries; and, accordingly, neither the Company nor any of its Subsidiaries is or will be subject to any claim, demand, action, suit, liability, damage, material loss, or material expense arising from, or related to, circumstances where such products and services malfunction, cease to function, generate incorrect data, or produce incorrect results when processing, providing or receiving (i) date-related data from, into and between the twentieth and twenty-first centuries or (ii) date-related data in connection with any valid date in the twentieth and twenty-first centuries.
(c) Neither the Company nor any of its Subsidiaries has made any other representations or warranties regarding the ability of any product or service sold, licensed, rendered, or otherwise provided by the Company or by any of its Subsidiaries in the conduct of their respective businesses to operate without malfunction, to operate without ceasing to function, to generate correct data or to produce correct results when processing, providing or receiving (i) date-related data from, into and between the twentieth and twenty-first centuries and (ii) date-related data in connection with any valid date in the twentieth and twenty-first centuries.
Year 2000 Representations. Each Credit Party has eliminated all Year 2000 Problems, except where the failure to correct the same could not reasonably be expected to have a Material Adverse Effect, individually or in the aggregate. Each Credit Party has delivered to Agent all documentation requested by Agent as necessary to substantiate the foregoing.
Year 2000 Representations. A. All devices, systems, machinery, information technology, computer software and hardware, and other date sensitive technology (jointly and severally the "Systems") owned and necessary for the Borrower and the Guarantors to carry on their businesses as presently conducted and as contemplated to be conducted in the future are Year 2000 Compliant or will be Year 2000 Compliant within a period of time calculated to result in no material disruption of any of the Borrower's or the Guarantors' business operations taken as a whole. For purposes of these provisions, "Year 2000 Compliant" means that such Systems are designed to be used prior to, during and after the Gregorian calendar year 2000 A.D. and will operate during each such time period without material error relating to date data, specifically including any error relating to, or the product of, date data which represents or references different centuries or more than one century.
B. The Borrower and the Guarantors have: (i) undertaken a detailed inventory, review, and assessment of all areas within their businesses and operations that could be adversely affected by the failure of the Borrower or the Guarantors to be Year 2000 Compliant on a timely basis; (ii) developed a detailed plan and time line for becoming Year 2000 Compliant on a timely basis; and (iii) to date, implemented that plan in accordance with that timetable in all material respects.
C. The Borrower and the Guarantors have made written inquiry of each of its key suppliers, vendors, and customers, and has obtained in writing confirmations from all such persons, as to whether such persons have initiated programs to become Year 2000 Compliant and on the basis of such confirmations, the Borrower and the Guarantors reasonably believe that all such persons will be or become so compliant. For purposes hereof, "key suppliers, vendors, and customers" refers to those suppliers, vendors, and customers of the Borrower and the Guarantors whose business failure would, with reasonable probability, result in a material adverse change in the business, properties, condition (financial or otherwise), or prospects of the Borrower or the Guarantors, taken as a whole. For purposes of this paragraph, Agent Bank and each Bank, as a lender of funds under the terms of the Credit Facility, confirms to the Borrower and the Guarantors that Agent Bank has initiated its own corporate-wide Year 2000 program with respect to its lending activities.
