Common use of Conditions of All Borrowings Clause in Contracts

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, if the initial Borrowing is made on the Closing Date) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date Borrowing Date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b3.2(a) and 3.2(c3.2(b) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each the Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing DateDate or date of issuance: (a) The Administrative Agent Lender shall have received a Notice of Borrowing in accordance with Section 2.2(b2.2(c); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, if the initial Borrowing is made on the Closing Date) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date Borrowing Date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the applicable Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, if the initial Borrowing is made on the Closing Date) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date Borrowing Date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, Loans (but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans pursuant to Section 2.2(e)) is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b), or (together with the Swingline Lender) a Notice of Swingline Borrowing in accordance with Section 2.2(d), as applicable; (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing or a Notice of Swingline Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing DateDate or date of issuance with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datemade. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation made by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans (but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans pursuant to Section 2.2(e)), is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b) or (together with the Swingline Lender) a Notice of Swingline Borrowing in accordance with Section 2.2(d), as applicable; (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing or a Notice of Swingline Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, hereunder is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date (including the Closing Date:, in the case of any Loans made on the Closing Date hereunder): (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties of the Borrower contained in Article IV (except the representation set forth in Section 4.10 with respect to clauses (i) and (ii) of the definition of “Material Adverse Effect” only) and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing DateDate with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each any Lender to make any Loans hereunder, including the initial Borrowing, hereunder is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section SECTION 2.2(b); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing DateDate with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(bSECTION 2.2(B); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans Loan hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respectsrespects on and as of the Closing Date (in the case of the initial Loan made hereunder) and as of any such later Borrowing Date in the case of all subsequent Loans (except those found at Sections 4.17 and 4.18), in each case with the same effect as if made on and as of such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to to, the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation and warranty by the Borrower that the statements contained in Sections subsections 3.2(b) and 3.2(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each any Lender to make any Loans hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section SECTION 2.2(b); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, hereunder is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder, if any) with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the applicable Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans (but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans pursuant to SECTION 2.2(E)), and the obligation of the Issuing Lender to issue any Letters of Credit hereunder, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing DateDate or date of issuance: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(bSECTION 2.2(B), or (together with the Swingline Lender) a Notice of Swingline Borrowing in accordance with SECTION 2.2(D), or (together with the Issuing Lender) a Letter of Credit Notice in accordance with SECTION 3.2, as applicable; (b) Each of the representations and warranties contained in Article IV ARTICLE V and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) or date of issuance with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made or Letter of Credit to be issued on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.such

Conditions of All Borrowings. The obligation of each any Lender to make any Loans hereunder, including the initial Borrowing, hereunder is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing DateDate with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing Borrowing, and the consummation of each Borrowing Borrowing, shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each the Lender to make any Loans hereunder, including the initial BorrowingLoan, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing DateDate or date of issuance: (a) The Administrative Agent Lender shall have received a Notice of Borrowing in accordance with Section SECTION 2.2(b); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loan made hereunder) or date of issuance with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingRevolving Loans (but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans pursuant to SECTION 2.2(e)), and the obligation of the Issuing Lender to issue any Letters of Credit hereunder, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing DateDate or date of issuance: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b), or (together with the Swingline Lender) a Notice of Swingline Borrowing in accordance with Section 2.2(d) or (together with the Issuing Lender) a Letter of Credit Notice in accordance with Section 3.2, as applicable; (b) Each of the representations and warranties contained in Article IV V and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case respects on and as of such Borrowing Date (including the Closing Date, in the case of the initial Revolving Loans made hereunder) or date of issuance with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made or Letter of Credit to be issued on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.made

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(bSECTION 2.2(B); (b) Each of the representations and warranties contained in Article ARTICLE IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) or date of issuance with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Datedate, both immediately before and after giving effect to the Loans to be made on such Borrowing Datedate. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(bsubsections (b) and 3.2(c(c) above are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing the Closing Date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial BorrowingLoans, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Datedate of Borrowing: (a) The representations and warranties of the Borrower contained in Article IV or any other Credit Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 3.2, the representations and warranties contained in subsections (a), (b) and (c) of Section 4.5 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a), (b) and (c), respectively, of Section 5.1; (b) No Default of Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof; and (c) The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b); (b) Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and (c) No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Daterequirements hereof. Each giving of a Notice of Borrowing and submitted by the consummation of each Borrowing Borrower shall be deemed to constitute be a representation by the Borrower and warranty that the statements contained conditions specified in Sections 3.2(b3.2(a) and 3.2(c(b) are true, both have been satisfied on and as of the date of such notice or request and as of the relevant Borrowing Dateapplicable Borrowing.