Sunoco 2013 Annual Report Download - page 218

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provided, however, for purposes of this Section 4.02, (i) to the extent that such representations and
warranties specifically refer to an earlier date, they shall be true and correct as of such earlier date,
(ii) the representations and warranties contained in Section 5.06(a) shall be deemed to refer to the
most recent financial statements furnished pursuant to Section 6.01 and (iii) the representation and
warranty contained in Section 5.06(b) shall not need to be true and correct on any date after the
date of the initial Credit Extension; and
(b) At the time of and immediately after giving effect to such Credit Extension, no
Default shall have occurred and be continuing.
(c) An executed Loan Notice or LC Application shall have been received by the
Administrative Agent.
Each Credit Extension shall be deemed to constitute a representation and warranty by the
Borrower on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section.
ARTICLE V
REPRESENTATIONS AND WARRANTIES
Each of the Borrower and the MLP represents and warrants to each Lender that:
5.01 No Default. No event has occurred and is continuing which constitutes a Default.
5.02 Organization and Good Standing. Each Loan Party and each Subsidiary is duly
organized, validly existing and in good standing under the Laws of its jurisdiction of organization,
having all powers required to carry on its business and enter into and carry out the transactions
contemplated hereby. Each Loan Party and each Subsidiary is duly qualified, in good standing, and
authorized to do business in all other jurisdictions wherein the character of the properties owned
or held by it or the nature of the business transacted by it makes such qualification necessary except
where the failure to so qualify could not reasonably be expected to have a Material Adverse Effect.
5.03 Authorization. Each Loan Party has duly taken all action necessary to authorize
the execution and delivery by it of the Loan Documents to which it is a party and to authorize the
consummation of the transactions contemplated thereby and the performance of its obligations
thereunder.
5.04 No Conflicts or Consents. The execution and delivery by each Loan Party of the
Loan Documents to which it is a party, the performance each Loan Party of its respective obligations
under such Loan Documents, and the consummation of the transactions contemplated by the various
Loan Documents, do not and will not (i) conflict with any provision of (1) any Law, (2) the
organizational documents of such Loan Party or any General Partner, or (3) any material Contractual
Obligation, judgment, license, order or permit applicable to or binding upon such Loan Party, any
Subsidiary or any General Partner, (ii) result in the acceleration of any Indebtedness owed by any
Loan Party, any of its Subsidiaries, any of its Unrestricted Subsidiaries, or any General Partner, or
(iii) result in or require the creation of any Lien upon any assets or properties of any Loan Party,