ABSTRACT

The undersigned hereby represents, warrants and covenants to the Sponsor that:

(a) all of its Subcontractors, suppliers, laborers, materialmen, and any other person or entity that has provided labor, material or other services for the Facility have been paid in full or will be paid from the proceeds of the sums being paid by the Sponsor in accordance with the terms of their Subcontracts except as noted herein;

(b) all social security taxes, withholding taxes, sales and use taxes, works taxes and insurance premiums that have accrued in connection with the Facility have been fully paid and discharged; and

(c) all payrolls, payroll taxes, liens, charges for payment, claims, demands for payment, judgments, security interests, bills for equipment and other indebtedness connected with the Facility have been paid or released, as the case may be, except as noted in the list of exceptions below.