Certain Representations and Warranties Regarding the Collateral Sample Clauses
Certain Representations and Warranties Regarding the Collateral. Each Pledgor represents and warrants that on the date hereof (i) each Subsidiary of such Pledgor, and the direct ownership thereof, is listed in Annex A hereto; (ii) the Stock held by such Pledgor consists of the number and type of shares of the stock of the corporations as described in Annex B hereto; (iii) such Stock constitutes that percentage of the issued and outstanding capital stock of the issuing corporation as is set forth in Annex B hereto; (iv) the Notes held by such Pledgor consist of the promissory notes described in Annex C hereto where such Pledgor is listed as the lender; (v) the Limited Liability Company Interests held by such Pledgor consist of the number and type of interests of the Persons described in Annex D hereto; (vi) each such Limited Liability Company Interest constitutes that percentage of the issued and outstanding equity interest of the issuing Person as set forth in Annex D hereto; (vii) the Partnership Interests held by such Pledgor consist of the number and type of interests of the Persons described in Annex E hereto; (viii) each such Partnership Interest constitutes that percentage or portion of the entire partnership interest of the Partnership as set forth in Annex E hereto; (ix) the Pledgor has complied with the respective procedure set forth in Section 3.2(a) hereof with respect to each item of Collateral described in Annexes A through E hereto; and (x) on the date hereof, such Pledgor owns no other Securities, Limited Liability Company Interests or Partnership Interests.
Certain Representations and Warranties Regarding the Collateral. The Pledgor represents and warrants that on the date hereof (i) the Pledged Stock consists of the number and type of shares described in Annex A hereto; (ii) the Pledged Stock constitutes that percentage of the issued and outstanding common stock of the Issuer as is set forth in Annex A hereto; and (iii) the Pledgor has complied with the respective procedure set forth in Sections 3.2(a) and (b) hereof with respect to each item of Collateral hereunder. 4.
Certain Representations and Warranties Regarding the Collateral. The Pledgor represents and warrants that on the date hereof (i) the Limited Liability Company Interests held by the Pledgor consist of the number and type of interests of the Borrower described in Annex A hereto; (ii) each such Limited Liability Company Interest referenced in clause (i) of this paragraph constitutes that percentage of the issued and outstanding equity interest of the Borrower as set forth in Annex A hereto; and (iii) the Pledgor has complied in all material respects with the respective procedure set forth in Section 3.2(a) hereof with respect to each item of Collateral described in Annex A hereto.
Certain Representations and Warranties Regarding the Collateral. Each Pledgor represents and warrants that on the date hereof: (i) the Limited Liability Company Interests held by such Pledgor consist of the number and type of interests of the Persons described in Annex B hereto; (ii) each such Limited Liability Company Interest referenced in clause (i) of this paragraph constitutes 100% of the issued and outstanding equity interest in TCH; (iii) the Partnership Interests held by such Pledgor consist of the number and type of interests of the Persons described in Annex C hereto; (iv) the Partnership Interests referenced in clause (iii) of this paragraph constitute 100% of the entire partnership interest in TPRE; (v) the exact address of each chief executive office of such Pledgor is listed on Annex D hereto; (vi) the Pledgor has complied with the respective procedure set forth in Section 3.2(a) hereof with respect to each item of Collateral described in Annexes B through C hereto; and (vii) on the date hereof, such Pledgor owns no other Limited Liability Company Interests or Partnership Interests.
Certain Representations and Warranties Regarding the Collateral. Grantor represents and warrants that on the date hereof: (i) the exact legal name of Grantor, the type of organization of Grantor, whether or not Grantor is a Registered Organization, the jurisdiction of organization of Grantor, the organizational identification number (if any) of Grantor, and whether or not Grantor is a Transmitting Utility, is listed on Annex A hereto; (ii) the Grantor has complied with the respective procedure set forth in Section 3.2(a) hereof with respect to each item of Collateral. With respect to the Collateral, Grantor hereby represents and warrants that:
(a) no financing statement covering the Collateral, or any part thereof, has been filed and remains in effect other than any financing statements filed in connection with Liens permitted to exist on the Collateral under the Loan Documents and financing statements for which duly authorized proper termination statements have been delivered to the Administrative Agent for filing;
(b) except for Liens permitted to exist on the Collateral under the Loan Documents, no other security agreement covering the Collateral, or any part thereof, has been made and no security interest, other than the one herein created or created in the other Loan Documents, has attached or been perfected in the Collateral or in any part thereof; and
(c) except for the Liens permitted to exist on the Collateral under the Loan Documents, no dispute, right of setoff, counterclaim or defense exists with respect to any part of the Collateral.
(d) There is listed on Annex B hereto the location of the principal place of business of Grantor, all of the other places of business of Grantor and all locations where the Collateral and the books and records of Grantor are kept. Grantor shall not change the location of (i) its places of business or its book and records, or (ii) any Collateral without in each case providing concurrent written notice thereof to Administrative Agent.
Certain Representations and Warranties Regarding the Collateral. The Pledgor represents and warrants that on the date hereof: (i) the KSE Stock held by the Pledgor is listed on Annex A hereto; (ii) such KSE Stock referenced in clause (i) of this paragraph constitutes that percentage of the issued and outstanding capital stock of the issuing corporation as is set forth in Annex A hereto; and (iii) the Pledgor has complied with the respec- tive procedure set forth in Section 3.2(a)(i) through (iii) hereof with respect to each item of Collateral as of the date hereof.
Certain Representations and Warranties Regarding the Collateral. Each Pledgor represents and warrants that on the date hereof (i) the Limited Liability Company Interests held by such Pledgor consist of the number and type of interests of Dynavox LLC described in Annex A hereto; (ii) each such Limited Liability Company Interest constitutes that percentage of the issued and outstanding equity interest of Dynavox LLC as set forth in Annex A hereto; and (iii) the Pledgor has complied in all material respects with the respective procedure set forth in Section 3.2(a) with respect to each item of Collateral described in Annex A hereto.
Certain Representations and Warranties Regarding the Collateral. The Pledgor represents and warrants that on the date hereof:
(i) the jurisdiction of organization of the Pledgor, and the Pledgor's organizational identification number, is listed in Annex A hereto; (ii) the Participatory Interest held by the Pledgor consists of the interest described in Annex B hereto; (iii) the Participatory Interest constitutes that percentage of the equity interest of the Pledge Company as set forth in Annex B hereto; (iv) the Pledgor has complied with the respective procedure set forth in Section 3.2
(a) of this Agreement with respect to each item of Collateral; and
Certain Representations and Warranties Regarding the Collateral. The Pledgor represents and warrants that on the date hereof: (i) on the Closing Date, the Stock held by the Pledgor consists of the number and type of shares of the stock of the Target as described in Annex B hereto; (ii) on the Closing Date, such Stock referenced in clause (i) of this paragraph constitutes that percentage of the issued and outstanding capital stock of the Target as is set forth in Annex B hereto; (iii) the Pledgor will comply with the respective procedure set forth in Section 3.2(a) hereof with respect to each item of Collateral described in Annex B hereto by the date specified in Section 3.2(a); (iv) on the Closing Date, the Pledgor owns no other Securities or Stock with respect to the Target other than the Collateral; and (iv) on the Closing Date, Annex C hereto accurately sets forth, each Collateral Account maintained by the Pledgor (including a description thereof and the respective account number), the name of the respective bank with which such Collateral Account is maintained and the jurisdiction of the respective bank with respect to such Collateral Account.
Certain Representations and Warranties Regarding the Collateral. Each Pledgor represents and warrants that on the date hereof: (i) each Subsidiary of such Pledgor, and the direct ownership thereof, is listed in Annex B hereto;