Common use of Representations True; No Event of Default Clause in Contracts

Representations True; No Event of Default. Each of the representations and warranties of the Borrower contained in this Reimbursement and Pledge Agreement (other than §5.4), the other Loan Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do not have a Material Adverse Effect, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the representations and warranties of the Borrower Borrowers contained in this Reimbursement and Pledge Agreement (other than §5.4), the other Loan Documents to which the a Borrower is a party or in any document or instrument delivered by the Borrower Borrowers pursuant to or in connection with this Reimbursement and Pledge Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do not have a Material Adverse Effect, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing. The Administrative Agent shall have received a certificate of the Borrowers signed by a Responsible Officer of the Borrowers to such effect.

Representations True; No Event of Default. Each of the representations and warranties of the Borrower contained in this Reimbursement and Pledge Agreement (other than §5.4)Loan Agreement, the other Loan Documents to which the Borrower is a party or in any document or instrument delivered by to the Borrower Lender pursuant to or in connection with this Reimbursement and Pledge Loan Agreement shall be true (except to the extent that Lender relies on the representations and warranties of the Loan Parties in the UB Credit Agreement, in which case such representations and warranties shall be true in all material respects) as of the date as of which they were made and shall also be true at and as of the time of the issuance, extension or renewal making of such Letter of Credit, the Term Loan with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Loan Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do are not have a Material Adverse Effectmaterially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the representations and warranties of the Borrower Borrowers contained in this Reimbursement and Pledge Agreement (other than §5.4), the other Loan Documents to which the a Borrower is a party or in any document or instrument delivered by the Borrower Borrowers pursuant to or in connection with this Reimbursement and Pledge Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do not have a Material Adverse Effect, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the --------------- ----- -- ----- -- ------- representations and warranties of any of AmeriKing, Holdings, the Borrower and their Subsidiaries contained in this Reimbursement and Pledge Agreement (other than §5.4)Credit Agreement, the other Revolver Loan Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Credit Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the making of such Revolving Credit Loan or the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Credit Agreement and the other Revolver Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do are not have a Material Adverse Effectmaterially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the representations and warranties of each of the Borrower Borrowers contained in this Reimbursement and Pledge Agreement (other than §5.4)Credit Agreement, the other Loan Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Credit Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the making of such Loan or the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of (a) changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Credit Agreement and the other Loan Documents and (b) changes occurring in the ordinary course of business that singly or in the aggregate do not have a Material Adverse Effectmaterial adverse effect on the assets, business, or financial condition of the Borrowers on a consolidated basis or the rights of the Agent and the Banks in or to any of the Collateral, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the -------------------- -------------------- representations and warranties of any of the Borrower Borrowers and their Subsidiaries contained in this Reimbursement and Pledge Agreement (other than §5.4)Credit Agreement, the other Loan Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Credit Agreement shall be true in all material respects as of the date as of which they were made and shall also be true in all material respects at and as of the time of the making of such Loan or the issuance, amendment, extension or renewal of such Letter of Credit or Foreign Letter of Credit, as the case may be, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do are not have a Material Adverse Effectmaterially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing. The Administrative Agent shall have received a certificate of the Borrowers signed by an authorized officer of each of the Borrowers to such effect.

Representations True; No Event of Default. Each of the representations and warranties of the Borrower Parent its Subsidiaries, the Target and the Target's Subsidiaries contained in this Reimbursement and Pledge Agreement (Agreement, other than §5.4)Loan Documents, the other Loan Takeover Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Agreement or the Takeover Documents shall be true as of the date as of which they were made and shall also be true at and as of the time of the making of such Loan, the issuance of the Tender Guaranty or the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do are not have a Material Adverse Effectmaterially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

Representations True; No Event of Default. Each of the representations and warranties of the Borrower contained in this Reimbursement and Pledge Agreement (other than §Section 5.4), the other Loan Documents to which the Borrower is a party or in any document or instrument delivered by the Borrower pursuant to or in connection with this Reimbursement and Pledge Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Reimbursement and Pledge Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate do not have a Material Adverse Effect, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.