Common use of Representations and Warranties of the Noteholders Clause in Contracts

Representations and Warranties of the Noteholders. Each of the Noteholders jointly and severally represents and warrants to the Company that: (i) the Company will receive valid title to the Relevant Notes of the Noteholders repurchased by it, free and clear of all liens and encumbrances, upon the consummation of the transactions contemplated by this Agreement; (ii) each of the Noteholders is the sole beneficial owner of all of the Relevant Notes owned by it in the aggregate principal amounts set forth on Schedule V attached hereto; (iii) Cragswood is a corporation duly formed under the laws of the British Virgin Islands, RH Profit Sharing is a profit sharing plan duly formed under the laws of New Jersey, RH Number One is a limited partnership duly formed under the laws of Delaware and Mr. Horwitz is a natural person resident in Glen Rock, New Jersey; (i▇) ▇▇▇▇ ▇▇ the Noteholders has the requisite power, authority and, in the case of Mr. Horwitz, legal capacity to enter into this Agreement and to perfo▇▇ ▇▇▇ ▇▇▇▇gations hereunder; (v) this Agreement constitutes a valid and binding obligation of each of the Noteholders, enforceable against each of the Noteholders in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity; and

Representations and Warranties of the Noteholders. Each of the Noteholders jointly and severally represents and warrants to the Company that: (i) the Company will receive valid title to the Relevant Notes of the Noteholders repurchased by it, free and clear of all liens and encumbrances, upon the consummation of the transactions contemplated by this Agreement; (ii) each of the Noteholders is the sole beneficial owner owners of all of the Relevant Notes owned by it in the aggregate principal amounts set forth on Schedule V VI attached hereto; (iii) Cragswood is a corporation duly formed under the laws of the British Virgin Islands, RH Profit Sharing is a profit sharing plan duly formed under the laws of New Jersey, RH Number One EA is a limited partnership duly formed under the laws of Delaware and Mr. Horwitz EI is a natural person resident in Glen Rock, New Jerseylimited partnership duly formed under the laws of the Cayman Islands; (i▇iv) ▇▇▇▇ ▇▇ each of the Noteholders has the requisite power, power and authority and, in the case of Mr. Horwitz, legal capacity to enter into this Agreement and to perfo▇▇ ▇▇▇ ▇▇▇▇gations perform its obligations hereunder; (v) this Agreement constitutes a valid and binding obligation of each of the Noteholders, enforceable against each of the Noteholders in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity; and

Representations and Warranties of the Noteholders. Each of the Noteholders jointly and severally represents and warrants to the Company that: (i) the Company will receive valid title to the Relevant Notes of the Noteholders repurchased by it, free and clear of all liens and encumbrances, upon the consummation of the transactions contemplated by this Agreement; (ii) each of the Noteholders is the sole beneficial owner of all of the Relevant Notes owned by it in the aggregate principal amounts set forth on Schedule V attached hereto; (iii) Cragswood is a corporation duly formed under the laws of the British Virgin Islands, RH Profit Sharing is a profit sharing plan duly formed under the laws of New Jersey, RH Number One Merced is a limited partnership duly formed under the laws of Delaware and Mr. Horwitz Tamarack is a natural person resident in Glen Rock, New Jerseylimited liability company duly formed under the laws of Bermuda; (i▇iv) ▇▇▇▇ ▇▇ each of the Noteholders has the requisite power, power and authority and, in the case of Mr. Horwitz, legal capacity to enter into this Agreement and to perfo▇▇ ▇▇▇ ▇▇▇▇gations perform its obligations hereunder; (v) this Agreement constitutes a valid and binding obligation of each of the Noteholders, enforceable against each of the Noteholders in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity; and