Common use of Compliance with Regulations T, U and X Clause in Contracts

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's Subsidiaries is engaged principally in or has as one of its important activities the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions of Regulations T, U, or X of said Board of Governors.

Compliance with Regulations T, U and X. Neither the No Borrower nor Party or any Subsidiary of the Borrower's Subsidiaries a Borrower Party is engaged principally in the business of or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the no Borrower nor Party or any Subsidiary of the Borrower's Subsidiaries a Borrower Party owns or presently intends to acquire, any "“margin security" ” or "“margin stock" ” as defined in Regulations T, U, U and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called "margin stock"“Margin Stock”). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock Margin Stock or for the purpose of reducing or retiring any Indebtedness Funded Debt which was originally incurred to purchase or carry margin stock Margin Stock or for any other purpose which might constitute this transaction a "“purpose credit" ” within the meaning of said Regulations T, U, U and X. The None of any Borrower Party, any Subsidiary of a Borrower Party or any bank acting on its behalf has not taken, caused taken or authorized to be taken, and will not take any action which might would cause this Agreement or the Notes any other Loan Documents to violate Regulation T, U, U or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934SEA, in each case as now in effect or as the same may hereafter be in effect. If so requested by the any Administrative Agent, the Borrower Parties and their Subsidiaries will furnish the Administrative Agent Agents with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or Form U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative AgentGovernors. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations Regulation T, U, U or X of said Board of Governors.

Compliance with Regulations T, U and X. Neither None of the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, carrying and neither none of the Borrower nor any of the Borrower's or its Subsidiaries owns or presently intends to acquire, any "“margin security" ” or "“margin stock" ” as defined in Regulations T, U, U and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called "“margin stock"”). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "“purpose credit" ” within the meaning of said Regulations T, U, U and X. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or Agreement, the Notes or any other Loan Documents to violate Regulation T, U, U or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so reasonably requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, regulations reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations Regulation T, U, U or X of said Board of Governors.

Compliance with Regulations T, U and X. Neither the No Borrower nor any of -------------------------------------- the Borrower's Restricted Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the no Borrower nor any of the Borrower's Subsidiaries Restricted Subsidiary owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "Regulations") ----------- of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None ------------ of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The the Regulations. No Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934Act, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower Borrowers will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 Form U-I referred to in Regulation U of said the Board of Governors of the Federal Reserve System and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any -------------------------------------- of the Borrower's Restricted Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries Restricted Subsidiary owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "Regulations") of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The the Regulations. Neither Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934Act, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower Borrowers will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 Form U-I referred to in Regulation U of said the Board of Governors of the Federal Reserve System and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor -------------------------------------- any of the Borrower's Subsidiaries Restricted Subsidiary is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries Restricted Subsidiary owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "Regulations") of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. the Regulations. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934Act, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 Form U-I referred to in Regulation U of said the Board of Governors of the Federal Reserve System and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in in, or has as one of its important activities activities, the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's its Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" (herein called "margin stock") as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called the "margin stockRegulations"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations Tthe Regulations. Neither the Borrower, Uits Subsidiaries, and X. The Borrower nor any bank acting on their behalf has not taken, caused or authorized to be authorized or taken, and or will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the applicable provisions of the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agentany Lender, the Borrower and its Subsidiaries will furnish the Administrative Agent such Lender with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or Form U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agentincluding, without limitation, an opinion of counsel in form and substance satisfactory to such Lender. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" (herein called "MARGIN STOCK") as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called the "margin stockREGULATIONS"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. Regulations. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any -------------------------------------- of the Borrower's Restricted Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries Restricted Subsidiary owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "Regulations") of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Facility B Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The the Regulations. Neither Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934Act, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower Borrowers will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 Form U-I referred to in Regulation U of said the Board of Governors of the Federal Reserve System and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Facility B Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's its Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" (the "margin stock") as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called the "margin stockFed Regulations"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. Regulations. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate any Fed Regulation T, U, or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X of said Board of Governors.any Fed Regulation. -55- 62

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's its Subsidiaries owns or presently intends to acquire, any "“margin security" ” or "“margin stock" ” (the “margin stock”) as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called "margin stock")the “Fed Regulations”) which would result in any violation of the Fed Regulations. None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "“purpose credit" ” within the meaning of said Regulations TRegulations, U, and X. in each case which would result in any violation of the Fed Regulations. The Borrower has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate any Fed Regulation T, U, or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of the applicable Federal Reserve Forms G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X of said Board of Governorsany Fed Regulation.

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "REGULATIONS") of the Board of Governors of the Federal Reserve System (herein called "margin stockMARGIN STOCK"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The the Regulations. Neither the Borrower nor any of its Subsidiaries has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms G-3 and/or Form U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.

Compliance with Regulations T, U and X. Neither the Borrower nor any --------------------------------------- of the Borrower's Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The Neither the Borrower nor any bank acting on its behalf has not taken, caused taken or authorized to be taken, and will not take any action which might cause this Agreement or the Notes Note to violate Regulation T, U, or X or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative AgentLGE, the Borrower will furnish the Administrative Agent LGE with (i) a statement or statements in conformity with the - requirements of Federal Reserve Forms G-3 and/or Form U-1 or other applicable form referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its -- compliance with the margin regulations, reasonably requested by the Administrative Agentincluding without limitation an opinion of counsel in form and substance satisfactory to LGE. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations Regulation T, U, or X of said Board of Governors.

Compliance with Regulations T, U and X. Neither the Borrower nor any of the Borrower's its Subsidiaries is engaged principally in or has as one of its important activities in the business of extending credit for the purpose of purchasing or carrying, and neither the Borrower nor any of the Borrower's Subsidiaries owns or presently intends to acquire, any "margin security" or "margin stock" as defined in Regulations T, U, and X (12 C.F.R. Parts 207, 220, 221 and 224) (the "Regulations") of the Board of Governors of the Federal Reserve System (herein called "margin stock"). None of the proceeds of the Loans will be used, directly or indirectly, for the purpose of purchasing or carrying any margin stock or for the purpose of reducing or retiring any Indebtedness which was originally incurred to purchase or carry margin stock or for any other purpose which might constitute this transaction a "purpose credit" within the meaning of said Regulations T, U, and X. The the Regulations. Neither the Borrower nor any of its Subsidiaries has not taken, caused or authorized to be taken, and will not take any action which might cause this Agreement or the Notes to violate Regulation T, U, or X any of the Regulations or any other regulation of the Board of Governors of the Federal Reserve System or to violate the Securities Exchange Act of 1934Act, in each case as now in effect or as the same may hereafter be in effect. If so requested by the Administrative Agent, the Borrower will furnish the Administrative Agent with (i) a statement or statements in conformity with the requirements of Federal Reserve Forms Form U-1 or G-3 and/or U-1 referred to in Regulation U of said Board of Governors and (ii) other documents evidencing its compliance with the margin regulations, reasonably requested by the Administrative Agent. Neither the making of the Loans nor the use of proceeds thereof will violate, or be inconsistent with, the revisions provisions of Regulations T, U, or X any of said Board of Governorsthe Regulations.