Common use of INITIAL GUARANTORS Clause in Contracts

INITIAL GUARANTORS. The Company, directly or indirectly, owns all of the issued and outstanding capital stock or membership interests of each of the Initial Guarantors; complete and correct copies of the Memorandum of Association, By-Laws, Certificate of Incorporation or Certificate of Designation or any of the organizational documents (collectively “Organizational Documents”) of the Company and each of the Initial Guarantors as in effect on the date of this Agreement have been made available to you; all of the outstanding shares of capital stock or membership interests of each of the Initial Guarantors have been duly authorized and validly issued, are fully paid and non-assessable, have been issued in compliance with all applicable securities laws, were not issued in violation of any preemptive right, resale right, right of first refusal or similar right and, except for liens pursuant to the Existing Credit Facility, and the Indenture, dated July 20, 2005, among the Company, the Guarantors named therein and ▇▇▇▇▇ Fargo Bank, National Association, governing the Company’s Existing Senior Notes (the “Senior Notes Indenture”), are owned by the Company subject to no material security interest, other material encumbrance or adverse claims; and no options, warrants or other rights to purchase, agreements or other obligations to issue or other rights to convert any obligation into shares of capital stock or ownership interests in the Initial Guarantors are outstanding.

INITIAL GUARANTORS. The Company, directly or indirectly, owns all of the issued and outstanding capital stock or membership interests of each of the Initial Guarantors; complete and correct copies of the Memorandum of Association, By-Laws, Certificate of Incorporation or Certificate of Designation or any of the organizational documents (collectively “Organizational Documents”) of the Company and each of the Initial Guarantors as in effect on the date of this Agreement have been made available to you; all of the outstanding shares of capital stock or membership interests of each of the Initial Guarantors have been duly authorized and validly issued, are fully paid and non-assessable, have been issued in compliance with all applicable securities laws, were not issued in violation of any preemptive right, resale right, right of first refusal or similar right and, except for liens pursuant to the Company’s revolving credit facility dated November 29, 2010, as amended and restated, supplemented or otherwise modified from time to time (the “Existing Credit Facility”), and the Indenture, dated July 20, 2005, among the Company, the Guarantors named therein and ▇▇▇▇▇ Fargo Bank, National Association, governing the Company’s Existing Senior Notes (the “Senior Notes Indenture”), are owned by the Company subject to no material security interest, other material encumbrance or adverse claims; and no options, warrants or other rights to purchase, agreements or other obligations to issue or other rights to convert any obligation into shares of capital stock or ownership interests in the Initial Guarantors are outstanding.

INITIAL GUARANTORS. The Company, directly or indirectly, owns all of the issued and outstanding capital stock or membership interests of each of the Initial Guarantors; complete and correct copies of the Memorandum of Association, By-Laws, Certificate of Incorporation or Certificate of Designation or any of the organizational documents (collectively “Organizational Documents”) of the Company and each of the Initial Guarantors as in effect on the date of this Agreement have been made available to you; all of the outstanding shares of capital stock or membership interests of each of the Initial Guarantors have been duly authorized and validly issued, are fully paid and non-assessable, have been issued in compliance with all applicable securities laws, were not issued in violation of any preemptive right, resale right, right of first refusal or similar right and, except for liens pursuant to the Company’s revolving credit facility dated November 29, 2010, as amended and restated, supplemented or otherwise modified from time to time (the “Existing Credit Facility”), and the Indenture, dated July 20, 2005, among the Company, the Guarantors named therein and ▇▇▇▇▇ Fargo Bank, National Association, governing the Company’s Existing 7¾% Senior Notes due 2013 (the “Senior 2013 Notes Indenture”), are owned by the Company subject to no material security interest, other material encumbrance or adverse claims; and no options, warrants or other rights to purchase, agreements or other obligations to issue or other rights to convert any obligation into shares of capital stock or ownership interests in the Initial Guarantors are outstanding.