Common use of Conditions of Loans and Letters of Credit Clause in Contracts

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Revolving Loans, and the Issuing Bank to issue Letters of Credit, hereunder on or subsequent to the Closing Date are subject to the satisfaction of the following conditions: (a) the Agent shall have received a Borrowing Notice if required by Article II; (b) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its Subsidiaries set forth in Article VII and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except that the financial statements referred to in Section 7.6(a) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (d) at the time of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect shall have occurred and be continuing; (e) at the time of (and after giving effect to) each Advance or the issuance of a Letter of Credit, no Default or Event of Default shall have occurred and be continuing; and (f) immediately after giving effect to: (i) a Loan, the aggregate principal balance of all outstanding Loans for each Lender shall not exceed such Lender's Revolving Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Letter of Credit Commitment or (Y) the Total Letter of Credit Commitment; and (iii) a Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus Revolving Credit Outstandings shall not exceed the Total Revolving Credit Commitment.

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Revolving Loans, and the Issuing Bank Banks to issue Letters of Credit, hereunder on or subsequent to the Closing Date are subject to the satisfaction of the following conditions: (a) the Agent shall have received a Borrowing Notice if required by Article II; (b) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its Subsidiaries set forth in Article VII and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section 7.6(a7.5(a) shall be deemed (solely for the purpose of the representation and warranty contained in such Section 7.5(a) but not for the purpose of any cross reference to such Section 7.5(a) or to the financial statements described therein contained in any other provision of Section 7.5 or elsewhere in Article VII) to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (dc) at in the time case of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect the Borrower and the Designated Subsidiary, if applicable, shall have occurred executed and be continuingdelivered to the Applicable Issuing Bank an Application and Agreement for Letter of Credit in form and content acceptable to the Applicable Issuing Bank together with such other instruments and documents as it shall request; (ed) at the time of (and after giving effect to) each Advance or the issuance of a Letter of Credit, no Default or Event of Default specified in Article X shall have occurred and be continuing; and (fe) immediately after giving effect to: (i) a Tranche A Loan, the aggregate principal balance of all outstanding Tranche A Loans for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Tranche A Commitment or (Y) the Total Tranche A Commitment; (ii) a Tranche B Loan, the Dollar Equivalent Amount of the aggregate principal balance of all outstanding Tranche B Loans for each Lender shall not exceed such Lender's Revolving Credit Tranche B Commitment; (iiiii) a Commercial Letter of Credit or renewal thereof, the Dollar Equivalent Amount of the aggregate principal balance of all outstanding Participations in Commercial Letters of Credit and the related Reimbursement Obligations (or in the case of the Applicable Issuing Bank, its remaining interest after deduction of all Participations in Commercial Letters of Credit and the related Reimbursement Obligations of other LendersObligations) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Commercial Letter of Credit Commitment or (Y) the Total Commercial Letter of Credit Commitment; and; (iiiiv) a Standby Letter of Credit or renewal thereof, the Dollar Equivalent Amount of the aggregate principal balance of all outstanding Participations in Standby Letters of Credit and the related Reimbursement Obligations (or in the case of the Applicable Issuing Bank, its remaining interest after deduction of all Participations in Standby Letters of Credit and the related Reimbursement Obligations) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Standby Letter of Credit Commitment or (Y) the Total Standby Letter of Credit Commitment; (v) a Tranche B Loan or a Letter of Credit or renewal thereof, the sum of the Dollar Equivalent Amount of Letter of Credit Outstandings plus Revolving Credit the Dollar Equivalent Amount of Tranche B Outstandings shall not exceed the Total Revolving Tranche B Commitment; (vi) a Tranche B Loan or a Letter of Credit Commitmentdenominated in an Offshore Currency, the Dollar Equivalent Amount of Outstandings in Offshore Currencies shall not exceed the Total Offshore Currency Sublimit.

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Loans including, without limitation, the conversion of any Revolving Credit Loans to Facility Extension Loans, and the Issuing Bank to issue Letters of Credit, hereunder on or subsequent to the Closing Date Date, are subject to the satisfaction of the following conditions: (a) the Administrative Agent shall have received a Borrowing Notice or Facility Extension Notice, as applicable, if required by Article II; (b) the representations and warranties of the Borrower and the Subsidiaries set forth in Article VI and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance, Letter of Credit issuance or renewal or Facility Extension Loan, with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section 6.6(a) shall be deemed to be those financial statements most recently delivered to the Administrative Agent and the Lenders pursuant to Section 7.1 from the date financial statements are delivered to the Administrative Agent and the Lenders in accordance with such Section; (c) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application and Agreement for the Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its Subsidiaries set forth in Article VII and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except that the financial statements referred to in Section 7.6(a) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (d) at the time of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect shall have occurred and be continuing; (e) at the time of (and after giving effect to) each Advance Advance, conversion to Facility Extension Loan or the issuance of a Letter of Credit, no Default or Event of Default shall have occurred and be continuing; and (fe) immediately after giving effect to: (i) a Loan, the aggregate principal balance of all outstanding Loans for each Lender plus such Lender's Applicable Commitment Percentage of the aggregate amount of Letter of Credit Outstandings shall not exceed such Lender's Revolving Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Letter of Credit Commitment or (Y) the Total Letter of Credit Commitment; and (iii) a Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus the aggregate principal amount of Revolving Credit Outstandings shall not exceed the Total Revolving Credit Commitment. Each borrowing of a Revolving Credit Loan or conversion to a Facility Extension Loan hereunder and each issuance of a Letter of Credit hereunder shall constitute a representation and warranty by the Borrower to the effect that the conditions set forth in clauses (b) and (d) have been satisfied as of the date of such borrowing.

Conditions of Loans and Letters of Credit. The obligations of the ----------------------------------------- Lenders to make any Revolving Loans, and of the Swing Line Lender to make any Swing Line Loan, and of the Issuing Bank to issue Letters of Credit, hereunder on or subsequent to the Closing Date are subject to the satisfaction of the following conditions: (a) the Agent or, in the case of Swing Line Loans, the Swing Line Lender shall have received a Borrowing Notice if required by Article II;II hereof; ---------- (b) the representations and warranties of the Borrower set forth in Article VII hereof and in each of the other Loan Documents shall be true and ----------- correct in all material respects on and as of the date of such Advance, Swing Line Loan or Letter of Credit issuance or renewal with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section ------- 7.01(f)(i) shall be deemed to be those financial statements most recently ---------- delivered to the Agent and the Lenders pursuant to Section 8.01 hereof; ------------ (c) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application and Agreement for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its Subsidiaries set forth in Article VII and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except that the financial statements referred to in Section 7.6(a) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (d) at the time of each Advance or the issuance of a Letter of Creditof, no Material Adverse Effect shall have occurred and be continuing; (e) at the time of (and after giving effect to) , each Advance such Advance, Swing Line Loan or the issuance or renewal of a Letter of Credit, no Default or Event of Default specified in Article X hereof, shall have occurred and be --------- continuing; and (fe) immediately after giving effect to: (i) a Revolving Loan, Swing Line Loan or a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Revolving Loans advanced by each Lender and all outstanding Participations in Letters of Credit and Reimbursement Obligations and Swing Line Loans for each such Lender shall not exceed such Lender's Revolving Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) exceed such Lender's Letter of Credit Commitment or (Y) and the sum of all Letter of Credit Outstandings shall not exceed the Total Letter of Credit Commitment; and; (iii) a Swing Line Loan, the Swing Line Outstandings shall not exceed $5,000,000; and (iv) a Revolving Loan, Swing Line Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus Revolving Credit Outstandings plus Swing Line Outstandings shall not exceed the Total Revolving Credit Commitment. (f) in the good faith judgment of the Agent and the Lenders, there shall not have occurred or become known to the Agent or the Lenders any event, condition, situation or status that has had or could reasonably be expected to result in a Material Adverse Effect.

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Revolving Loans, and the Issuing Bank to issue Letters of Credit, hereunder on or subsequent to the Closing Date Date, are subject to the satisfaction of the following conditions: (a) the Agent shall have received a Borrowing Notice if required by Article II; (b) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its the Subsidiaries set forth in Article VII VI and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section 7.6(a6.6(a) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 7.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (dc) at in the time case of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect the Borrower shall have occurred executed and be continuingdelivered to the Issuing Bank an Application and Agreement for the Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (ed) at the time of (and after giving effect to) each Advance or the issuance of a Letter of Credit, no Default or Event of Default shall have occurred and be continuing; and (fe) immediately after giving effect to: (i) a Loan, the aggregate principal balance of all outstanding Loans for each Lender plus such Lender's Applicable Commitment Percentage of the aggregate amount of Letter of Credit Outstandings shall not exceed such Lender's Revolving Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Letter of Credit Commitment or (Y) the Total Letter of Credit Commitment; and (iii) a Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus the aggregate principal amount of Revolving Credit Outstandings plus Outstanding Competitive Bid Loans shall not exceed the Total Revolving Credit Commitment. Each borrowing hereunder and each issuance of a Letter of Credit hereunder shall constitute a representation and warranty by the Borrower to the effect that the conditions set forth in clauses (b) and (d) have been satisfied as of the date of such borrowing.

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Revolving Loans, and the Issuing Bank to issue Letters of Credit, hereunder on or subsequent to the Closing Date Date, are subject to the satisfaction of the following conditions: (a) the Agent shall have received a Borrowing Notice if required by Article II; (b) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its the Subsidiaries set forth in Article VII VI and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section 7.6(a6.6(a) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 7.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section; (dc) at in the time case of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect the Borrower shall have occurred executed and be continuingdelivered to the Issuing Bank an Application and Agreement for the Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (ed) at the time of (and after giving effect to) each Advance or the issuance of a Letter of Credit, no Default or Event of Default shall have occurred and be continuingcontinuing and there shall not be any Existing Availability; and (fe) immediately after giving effect to: (i) a Loan, the aggregate principal balance of all outstanding Loans for each Lender plus such Lender's Applicable Commitment Percentage of the aggregate amount of Letter of Credit Outstandings shall not exceed such Lender's Revolving Short Term Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Letter of Credit Commitment or (Y) the Total Letter of Credit Commitment; and (iii) a Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus Revolving the aggregate principal amount of Short Term Credit Outstandings shall not exceed the Total Revolving Short Term Credit Commitment. Each borrowing hereunder and each issuance of a Letter of Credit hereunder shall constitute a representation and warranty by the Borrower to the effect that the conditions set forth in clauses (b) and (d) have been satisfied as of the date of such borrowing.

Conditions of Loans and Letters of Credit. The obligations of the Lenders to make any Revolving Loans, Loans hereunder and the Issuing Bank to issue Letters of Credit, hereunder Credit and NationsBank to make Swing Line Loans on or subsequent to the Closing Date are subject to the satisfaction of the following conditions: (a) the Agent Agent, or NationsBank in the case of Swing Line Loans, shall have received a Borrowing Notice if required by Article ARTICLE II; (b) in the case of the issuance of a Letter of Credit, the Borrower shall have executed and delivered to the Issuing Bank an Application for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request; (c) the representations and warranties of the Borrower and its the Subsidiaries set forth in Article VII ARTICLE VI and in each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance Advance, Swing Line Loan or Letter of Credit issuance or renewal, with the same effect as though such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date and except that the financial statements referred to in Section 7.6(aSECTION 6.6(A)(I) shall be deemed to be those financial statements most recently delivered to the Agent and the Lenders pursuant to Section 8.1 SECTION 7.1 from the date financial statements are delivered to the Agent and the Lenders in accordance with such Section;. (dc) at in the time case of each Advance or the issuance of a Letter of Credit, no Material Adverse Effect the Borrower shall have occurred executed and be continuingdelivered to the Issuing Bank an Application and Agreement for Letter of Credit in form and content acceptable to the Issuing Bank together with such other instruments and documents as it shall request in accordance with the terms hereof; (ed) at the time of (and after giving effect to) each Advance Advance, Swing Line Loan or the issuance of a Letter of Credit, no Default or Event of Default specified in ARTICLE IX shall have occurred and be continuing; and (fe) immediately after giving effect to: (i) a Revolving Loan, the aggregate principal balance of all outstanding Revolving Loans for each Lender shall not exceed such Lender's Revolving Credit Commitment; (ii) a Letter of Credit or renewal thereof, the aggregate principal balance of all outstanding Participations in Letters of Credit and Reimbursement Obligations (or in the case of the Issuing Bank, its remaining interest after deduction of all Participations in Letters of Credit and Reimbursement Obligations of other Lenders) for each Lender and in the aggregate shall not exceed, respectively, (X) such Lender's Letter of Credit Commitment or (Y) the Total Letter of Credit Commitment; and (iii) a Loan or a Letter of Credit or renewal thereof, the sum of Letter of Credit Outstandings plus Revolving Credit Outstandings shall not exceed the Total Revolving Credit Commitment.)