Common use of All Credit Events Clause in Contracts

All Credit Events. On the date of each Credit Event: (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The representations and warranties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such date, as applicable, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), no Default or Event of Default shall have occurred and be continuing or would result therefrom. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing and on the date of each issuance, amendment, extension or renewal of a Letter of Credit Event:(in each case, other than pursuant to an Incremental Assumption Agreement): (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The representations and warranties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such date, as applicablein each case, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At the time of and immediately after such each Borrowing or issuance, amendment, extension or renewal of a Letter of Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), as applicable, no Event of Default or Event of Default shall have occurred and be continuing or would result therefrom. continuing. (d) Each such Borrowing and other Credit Event that occurs after the Closing Date shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event Borrowing, issuance, amendment, extension or renewal as applicable, as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date The obligation of each Lender to make a Loan on the occasion of any Borrowing (but not a conversion or continuation of Loans), and of the Issuing Banks to issue, amend, renew or extend any Letter of Credit Eventon and after the Closing Date is subject to the satisfaction of the following conditions: (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The representations and warranties of the Loan Parties set forth in this Agreement and the other Loan Documents shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such date, as applicable, with the same effect as though made on and as of such date, except to the extent such representations that any representation and warranties expressly relate to an earlier date (in which case such representations and warranties warranty that is qualified by materiality shall be true and correct in all respects) on and as of the date of such Borrowing or the date of issuance, amendment, renewal or extension of such Letter of Credit, as applicable, except where any representation and warranty is expressly made as of a specific earlier date, such representation and warranty shall be true in all material respects (or, in the case as of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (cb) At the time of and immediately after giving effect to such Credit Event (other than an Borrowing or the issuance, amendment, renewal or extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), as applicable, no Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. (c) The applicable limitations set forth in Section 2.01(a), Section 2.01(b), the first proviso in 2.04(a) and the first proviso in section 2.05(a)(i) shall be satisfied. Each such Borrowing and each issuance, amendment, renewal or extension of a Letter of Credit Event shall be deemed to constitute a representation and warranty by Holdings and the Borrower Borrowers on the date of such Credit Event thereof as to the matters specified in paragraphs (a), (b) and (c) of this Section 4.014.02.

All Credit Events. On The obligations of the Lenders to make Loans hereunder (each, a “Credit Event”) are subject to the satisfaction (or waiver in accordance with Section 10.08) of the following conditions on the date of each Credit EventBorrowing: (a) The Administrative Agent shall have received, in the case of a Borrowing, received a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The In the case of each Borrowing that occurs on the Closing Date and in the case of each other Credit Event to the extent required by the applicable Extension Amendment, the representations and warranties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such date, as applicable, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date), and except to the extent such representation and warranty is qualified by materiality or material adverse effect, in which instance such representation and warranty shall be true and correct in all respects as of the applicable dates above. (c) At In the case of each Borrowing that occurs on the Closing Date and in the case of each other Credit Event to the extent required by the applicable Extension Amendment, at the time of of, and immediately after after, such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Borrowing, no Event of Default or Event of Default shall have occurred and be continuing or would result therefrom. Each such Credit Event Borrowing shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event Borrowing as to the matters specified in paragraphs clauses (b) and (c) of this Section 4.01.

All Credit Events. On the date The agreement of each Lender to make any Loan requested to be made by it on any date after the Closing Date (excluding Mandatory Borrowings and Loans required to be made by the Lenders in respect of Unpaid Drawings pursuant to Sections 3.3 and 3.4), and the obligation of any Issuing Bank to issue Letters of Credit Eventon any date (other than any Existing Letter of Credit) after the Closing Date, is subject to the satisfaction of the following conditions precedent: (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The representations and warranties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such date, as applicable, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At the time of and immediately after each such Credit Event and also after giving effect thereto, (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), a) no Default or Event of Default shall have occurred and be continuing and (b) all representations and warranties made by any Credit Party contained herein or would result therefrom. Each in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event (except where such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be deemed have been true and correct in all material respects as of such earlier date). (b) Prior to the making of each Loan (other than any Loan made pursuant to Section 3.4(a)) and each Swingline Loan, the Administrative Agent shall have received a Notice of Borrowing (whether in writing or by telephone) meeting the requirements of Section 2.3(a). (c) Prior to the issuance of each Letter of Credit (other than any Existing Letter of Credit), the Administrative Agent and the applicable Issuing Bank shall have received a Letter of Credit Application meeting the requirements of Section 3.2(a). The acceptance of the benefits of each Credit Event after the Closing Date shall constitute a representation and warranty by each Credit Party to each of the Borrower on Lenders that all the date of such Credit Event as to the matters applicable conditions specified in paragraphs (b) and (c) Section 7 above have been satisfied as of this Section 4.01that time.

All Credit Events. On the date of each Borrowing, including on the date of each issuance of a Letter of Credit Event:(each such event being called a "CREDIT EVENT"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.21(b). (b) The Except in the case of a Borrowing that does not increase the aggregate principal amount of Loans outstanding of any Lender, the representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At Each Borrower and each other Loan Party shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the each Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) (except as aforesaid) and (c) of this Section 4.01.

All Credit Events. On As of the date time of each Credit EventEvent hereunder: (a) The Administrative Agent shall have received, in In the case of a Borrowing, a Borrowing Request as the Administrative Agent shall have received the notice required by Section 2.03 1.6 hereof (or a Borrowing Request shall have been deemed given or, in accordance with the last paragraph case of Swingline Loans, Section 2.03) or1.2 hereof), in the case of the issuance of any Letter of Credit the L/C Issuer shall have received a duly completed Application for a Letter of Credit and, in the case of an extension or increase in the amount of a Letter of Credit, a written request therefor, in a form acceptable to the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b).L/C Issuer; (b) The Each of the representations and warranties set forth in the Loan Documents Section 5 hereof shall be and remain true and correct in all material respects as of said time (where not already qualified by materiality, otherwise in all respects), except that if any such representation or warranty relates solely to an earlier date it need only remain true and correct in all material respects (or, in the case of any representations and warranties where not already qualified by materiality or Material Adverse Effectmateriality, otherwise in all respects) as of such date, as applicabletaking into account any amendments to such Section (including, without limitation, any amendments to the Schedules referenced therein) made after the date of this Agreement in accordance with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date).provision hereof; (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), no No Default or Event of Default shall have occurred and be continuing or would occur as a result therefromof such Credit Event; and (d) Such Credit Event shall not violate any order, judgment or decree of any court or other authority or any provision of law or regulation applicable to the Administrative Agent or any Lender (including, without limitation, Regulation U of the Board of Governors of the Federal Reserve System). Each such request for a Borrowing hereunder and each request for the issuance of, increase in the amount of, or extension of the expiration date of, a Letter of Credit Event shall be deemed to constitute be a representation and warranty by the Borrower on the date of such Credit Event as to the matters facts specified in paragraphs (b) and (c) of this Section 4.016.2.

All Credit Events. On the date of each Borrowing (other than a conversion or a continuation of a Borrowing) (a “Credit Event:”): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.02). (b) The All representations and warranties set forth in the Article III and in each other Loan Documents Document shall be true true, correct and correct complete in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such dateCredit Event (and, as applicablewith respect to the Credit Events to occur on the Closing Date, both before and after giving effect to the Closing Date Transactions) with the same effect as though made on and as of such date, except ; provided that to the extent such representations and warranties expressly relate to an earlier date (in which case date, such representations and warranties shall be true true, correct and correct complete in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date); provided, further that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true, correct and complete in all respects on and as of the date of such Credit Event or on such earlier date, as the case may be. (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal and after giving effect to the use of a Letter of Credit without any increase in the stated amount of such Letter of Credit)proceeds thereof, no Default or Event of Default shall have occurred and be continuing or continuing, or, with respect to the Credit Events to occur on the Closing Date, would result therefromfrom the Closing Date Transactions. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower Borrowers on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each borrowing, and on the date of each issuance of a Letter of Credit Event:(each such event being called a "CREDIT EVENT"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 or 2.04 hereof, as applicable (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) 2.04 hereof), or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a duly completed Application and a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing BankCredit, a letter of credit application) as required by Section 2.05(b)2.21(b) hereof. (b) The representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in date, and there shall have occurred no event which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or caused a Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrower and each of its Subsidiaries shall be in compliance in all material respects with the terms and provisions set forth herein on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing and on the date of each issuance of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Fronting Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.20(b). (b) The representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of and after giving effect to such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At IMS and each Subsidiary shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. (d) After giving effect to such Credit Event, the aggregate obligations of the applicable Borrower shall be in an amount, and shall involve payments, that can reasonably be supported by such Borrower taking into account the actual and reasonably expected cash flows of such Borrower, the value of the assets of such Borrower included in the Collateral and the other Indebtedness and obligations of such Borrower. Each such Credit Event shall be deemed to constitute a representation and warranty by the each Borrower to whom a Loan is made and IMS on the date of such Credit Event as to the matters specified in paragraphs (b) (except as aforesaid), (c) and (cd) of this Section 4.01.

All Credit Events. On the date of each Borrowing, including each Borrowing of a Swingline Loan, and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, amendment, extension or renewal of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.22(b) or, in the case of the Borrowing of a Swingline Loan, the Swingline Lender and the Administrative Agent shall have received a notice requesting such Swingline Loan as required by Section 2.21(b). (b) The representations and warranties set forth in the each Loan Documents Document shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrower and each other Loan Party shall be in compliance with all the terms and provisions set forth in each Loan Document on its part to be observed or performed, and, at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a joint and several representation and warranty by each of Holdings and the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On Subject to clause (c) of Section 2.25, on the date of each Borrowing (other than a conversion or a continuation of a Borrowing) and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a “Credit Event:”): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.032.02) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, amendment, extension or renewal of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.24(b).; (b) The representations and warranties set forth in the Article III and in each other Loan Documents Document shall be true and correct in all material respects (or, in the case of any other than representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) on and as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date).; (c) At the time of and immediately after giving effect to such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Default or Event of Default shall have occurred and be continuing continuing; and (d) In the case of a request for a Revolving Loan or would result therefroma Swing Line Loan, there shall not have been any repayment, in part or in full, of the outstanding Contributed Business Intercompany Notes within 10 days prior to such Credit Event. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and ), (c) and, if applicable, (d) of this Section 4.01.

All Credit Events. On the date of each Borrowing (other than a Borrowing that results from the conversion or continuation of an existing Borrowing) and on the date of each issuance of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) 2.11 or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.22(b). (b) The representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Except as expressly provided in paragraph (b) above, each Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing, including each Borrowing of a Swingline Loan, and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a “Credit Event:”): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank Administrative Agent shall have received a notice requesting the issuance, amendment, extension or renewal of such Letter of Credit as required by Section 2.23(b) or, in the case of the Borrowing of a Swingline Loan, the Swingline Lender and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) Swingline Loan as required by Section 2.05(b2.22(b). (b) The representations and warranties set forth in the each Loan Documents Document shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrowers and each other Loan Party shall be in compliance with all the terms and provisions set forth in each Loan Document on its part to be observed or performed, and, at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a joint and several representation and warranty by each of the Borrower Borrowers on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing and on the date of each issuance, amendment, renewal or extension of a Letter of Credit by any Issuing Bank (each such event being called a “Credit Event:”): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, renewal or extension of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, amendment, renewal or extension of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.20(b). (b) The Except in the case of a Borrowing that does not increase the aggregate principal amount of Loans outstanding of any Lender, the representations and warranties set forth herein (other than, with respect to any Credit Event after the Effective Date, the representations and warranties set forth in Sections 3.06 and 3.08(a)) and in the other Loan Documents shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be have been true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower each Borrower, as to itself, on the date of such Credit Event as to the matters specified in paragraphs (b) (except as aforesaid) and (c) of this Section 4.01.

All Credit Events. On the date of each Credit Event: (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Revolving Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Revolving Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b) (in the case of any Revolving Letter of Credit). (b) The representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects on and as of the date of such Credit Event (orother than an amendment, extension or renewal of a Revolving Letter of Credit without any increase in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as stated amount of such dateRevolving Letter of Credit), as applicable, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At the time of and immediately after such Credit Event, as applicable, no Event of Default or Default shall have occurred and be continuing. Each Credit Event (other than an amendment, extension or renewal of a Revolving Letter of Credit without any increase in the stated amount of such Revolving Letter of Credit), no Default or Event Credit in the case of Default shall have occurred and be continuing or would result therefrom. Each such Credit Event clause (b) above) shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each borrowing, and on the date of each issuance of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case of received a Borrowing, a request for such Borrowing Request as required by Section 2.03 2.3 or 2.4, as applicable (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) 2.4), or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a duly completed Application and a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing BankCredit, a letter of credit application) as required by Section 2.05(b2.21(b). (b) The representations and warranties set forth in Article III and the other representations and warranties of the Obligors in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in date, and there shall have occurred no event which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or caused a Material Adverse Effect, in all respects) as of such earlier date). (c) At Each of the Borrower and its Subsidiaries shall be in compliance in all material respects with the terms and provisions set forth herein and in the other Loan Documents on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.014.1.

All Credit Events. On the date of each Borrowing, and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, amendment, extension or renewal of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.26(b). (b) The representations and warranties set forth in the Article III hereof and in each other Loan Documents Document shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties they shall be have been true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrowers and each other Loan Party shall be in compliance in all material respects with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing continuing, or would result therefromexist after giving effect to the Loan to be made or Letter of Credit to be issued on such date. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower Borrowers on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Credit Event: (a) The Administrative Agent shall have received, in the case of a Borrowing, a Borrowing Request as required by Section 2.03 (or a Borrowing Request shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b). (b) The representations and warranties set forth in the Loan Documents Article III hereof shall be true and correct in all material respects on and as of the date of such Credit Event (orother than an amendment, extension or renewal of a Letter of Credit without any increase in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as stated amount of such date, as applicable, Letter of Credit) with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date); provided, that, in each case, such materiality qualifier shall not be applicable to the extent any representations and warranties are already qualified or modified by “materiality,” “Material Adverse Effect” or similar materiality language in the text thereof. (c) At the time of and immediately after giving effect to such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit) shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) (with respect to Article III hereof) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing (other than a conversion or a continuation of a Borrowing), including each Borrowing of Incremental Term Loans (each such event being called a “Credit Event:”): (a) The Administrative Agent and Lenders shall have received, in the case of received a Borrowing, a written Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.02). (b) The representations and warranties set forth in the Article III and in each other Loan Documents Document shall (i) with respect to representations and warranties that are qualified by materiality or “Material Adverse Effect”, be true and correct and (ii) with respect to representations and warranties that are not qualified by materiality or “Material Adverse Effect”, be true and correct in all material respects (orrespects, in the case of any representations each case, on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall (i) with respect to representations and warranties that are qualified by materiality or “Material Adverse Effect”, be true and correct and (ii) with respect to representations and warranties that are not qualified by materiality or “Material Adverse Effect”, be true and correct in all material respects (orrespects, in the case of any representations and warranties qualified by materiality or Material Adverse Effecteach case, in all respects) on as of such earlier date). (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower and Holdings on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing (other than a conversion or a continuation of a Borrowing) and on the date of each issuance, increase, extension or renewal of a Letter of Credit (each such event being called a “Credit Event”), other than, with respect to paragraphs (b) and (c) of this Section 4.01, the initial Borrowing hereunder on the Closing Date: (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.032.02) or, in the case of the issuance issuance, extension or renewal of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, extension or renewal of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.23(b). (b) The representations and warranties set forth in the Article III and in each other Loan Documents Document shall be true and correct in all material respects (or, and in the case of any all respects with respect to representations and warranties qualified by materiality or Material Adverse Effect, in all respectsmateriality) on and as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties they shall be true and correct in all material respects (or, and in the case of any all respects with respect to representations and warranties qualified by materiality or Material Adverse Effect, in all respectsmateriality) as of such earlier date). (c) At the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower RCS Companies on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.

All Credit Events. On the date of each Borrowing, including each Borrowing of a Swingline Loan, and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a notice requesting the issuance issuance, amendment, extension or renewal of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) as required by Section 2.05(b2.23(b) or, in the case of the Borrowing of a Swingline Loan, the Swingline Lender and the Administrative Agent shall have received a notice requesting such Swingline Loan as required by Section 2.22(b). (b) The representations and warranties set forth in the each Loan Documents Document shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At Each Borrower and each other Loan Party shall be in compliance with all the terms and provisions set forth in each Loan Document on its part to be observed or performed, and, at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. (d) After giving effect to such Credit Event, the Aggregate Revolving Credit Exposure shall not exceed the Total Revolving Credit Commitment. Each such Credit Event shall be deemed to constitute a joint and several representation and warranty by the Borrower Borrowers on the date of such Credit Event as to the matters specified in paragraphs (b), (c) and (cd) of this Section 4.01.

All Credit Events. On the date of each Borrowing (which, for purposes of this Section, shall in no event include any conversion or continuation under Section 2.11), and on the date of each issuance of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case of received a Borrowing, a request for such Borrowing Request as required by Section 2.03 2.4 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) 2.4), or, in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a duly completed Application and a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing BankCredit, a letter of credit application) as required by Section 2.05(b2.21(b). (b) The representations and warranties set forth in Article III and the other representations and warranties of the Obligors in the Loan Documents shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in date, and there shall have occurred no event which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or caused a Material Adverse Effect, in all respects) as of such earlier date). (c) At Each of the Borrower and its Subsidiaries shall be in compliance in all material respects with the terms and provisions set forth herein and in the other Loan Documents on its part to be observed or performed, and at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a representation and warranty by the Borrower on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.014.1.

All Credit Events. On the date of each Borrowing, including each Borrowing of a Swingline Loan, and on the date of each issuance, amendment, extension or renewal of a Letter of Credit (each such event being called a "Credit Event:"): (a) The Administrative Agent shall have received, in the case received a notice of a Borrowing, a such Borrowing Request as required by Section 2.03 (or a Borrowing Request such notice shall have been deemed given in accordance with the last paragraph of Section 2.03) or, in the case of the issuance issuance, amendment, extension or renewal of a Letter of Credit, the applicable Issuing Bank Administrative Agent shall have received a notice requesting the issuance, amendment, extension or renewal of such Letter of Credit as required by Section 2.23(b) or, in the case of the Borrowing of a Swingline Loan, the Swingline Lender and the Administrative Agent shall have received a notice requesting the issuance of such Letter of Credit (and if requested by such Issuing Bank, a letter of credit application) Swingline Loan as required by Section 2.05(b2.22(b). (b) The representations and warranties set forth in the each Loan Documents Document shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the date of such date, as applicable, Credit Event with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (date, in which case such representations and warranties shall be true and correct in all material respects (or, in the case of any representations on and warranties qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date). (c) At The Borrowers and each other Loan Party shall be in compliance with all the terms and provisions set forth in each Loan Document on its part to be observed or performed, and, at the time of and immediately after such Credit Event (other than an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit)Event, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. Each such Credit Event shall be deemed to constitute a joint and several representation and warranty by each of the Borrower Borrowers on the date of such Credit Event as to the matters specified in paragraphs (b) and (c) of this Section 4.01.