Common use of Conditions Precedent to All Revolving Loans and Letters of Credit Clause in Contracts

Conditions Precedent to All Revolving Loans and Letters of Credit. The obligation of Lender to make the Revolving Loans, including the initial Revolving Loans, or to issue any Letter of Credit, including the initial Letters of Credit, is subject to the further satisfaction of, immediately prior to or concurrently with the making of each such Revolving Loan or the issuance of such Letter of Credit, each of the following conditions precedent: (a) all representations and warranties contained herein and in the other Financing Agreements 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 the making of each such Revolving Loan or providing each such Letter of Credit and after giving effect thereto, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate, in all material respects, on and as of such earlier date); (b) no law, regulation, order, judgment or decree of any Governmental Authority shall exist, and no action, suit, investigation, litigation or proceeding shall be pending or threatened in any court or before any arbitrator or Governmental Authority, which purports to enjoin, prohibit, restrain or otherwise affect (1) the making of the Revolving Loans or providing the Letters of Credit, or (2) the consummation of the transactions contemplated pursuant to the terms hereof or the other Financing Agreements or (B) has or could have a reasonable likelihood of having a Material Adverse Effect; and (c) no Default or Event of Default shall exist or have occurred and be continuing on and as of the date of the making of such Revolving Loan or providing each such Letter of Credit and after giving effect thereto.

Conditions Precedent to All Revolving Loans and Letters of Credit. The obligation of Lender Lenders to make the Revolving Loans, including the initial Revolving Loans, Loans or of Issuing Bank to issue any Letter of Credit, including the initial Letters of CreditCredit (provided, that, the exceptions set forth in clause(a) or (b)(iii) shall not apply to Revolving Loans or Letters of Credit requested by Borrowers on the date hereof), is subject to the continuing satisfaction of the conditions specified in Section 4.1 and to the further satisfaction of, or waiver of, immediately prior to or concurrently with the making of each such Revolving Loan or the issuance of such Letter of Credit, Credit of each of the following conditions precedent: (a) all representations and warranties contained herein and in the other Financing Agreements Loan Documents shall be true and correct, in all material respects, correct with the same effect as though such representations and warranties had been made on and as of the date of the making of each such Revolving Loan or providing each such Letter of Credit and after giving effect thereto, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate, in all material respects, accurate on and as of such earlier date); except, that, in the event that any single act, condition or event exists or has occurred and is continuing that has had or could reasonably be expected to have a Material Adverse Effect and such single act, condition or event causes any of the representations and warranties set forth in Sections 8.3, 8.6, 8.7, 8.8, 8.9, or 8.11 hereof that are qualified by such Material Adverse Effect standard to no longer be true or correct (and all other conditions precedent to the making of a Revolving Loan or providing a Letter of Credit are satisfied), then Borrowers shall be deemed to have complied with the condition precedent set forth in this Section 4.2(a) so long as, on the date of the making of any Revolving Loan or providing of any Letter of Credit and after giving effect thereto Excess Availability (after giving effect to any MAE Reserve) shall be greater than zero (-0-); (b) no law, regulation, order, judgment or decree of any Governmental Authority shall exist, and no action, suit, investigation, litigation or proceeding shall be pending or threatened in any court or before any arbitrator or Governmental Authority, which (i) purports to enjoin, prohibit, restrain or otherwise affect (1A) the making of the Revolving Loans or providing the Letters of Credit, or (2B) the consummation of the transactions contemplated pursuant to the terms hereof or the other Financing Agreements Loan Documents or (Bii) has or could have has a reasonable likelihood of having a Material Adverse Effect, except, that, in the event that all other conditions precedent to the making of a Revolving Loan or the providing of a Letter of Credit are satisfied other than Section 4.2(b)(ii), then such condition precedent shall be deemed satisfied so long as, on the date of such request and after giving effect thereto, Excess Availability (after giving effect to any MAE Reserve) shall be greater than zero (-0-); and (c) no Default or Event of Default (other than an Event of Default under Section 12.1(n), provided, that, an MAE Reserve is in full force and effect) shall exist or have occurred and be continuing on and as of the date of the making of such Revolving Loan or providing each such Letter of Credit and after giving effect thereto.

Conditions Precedent to All Revolving Loans and Letters of Credit. The obligation of Lender Lenders to make the Revolving Loans, including the initial Revolving Loans, or of Issuing Bank to issue any Letter of Credit, including the initial Letters of Credit, is subject to the further satisfaction of, or waiver of, immediately prior to or concurrently with the making of each such Revolving Loan or the issuance of such Letter of Credit, Credit of each of the following conditions precedent: (a) all representations and warranties contained herein and in the other Financing Agreements shall be true and correct, correct in all material respects, respects with the same effect as though such representations and warranties had been made on and as of the date of the making of each such Revolving Loan or providing each such Letter of Credit and after giving effect thereto, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate, in all material respects, accurate on and as of such earlier date); (b) no law, regulation, order, judgment or decree of any Governmental Authority shall exist, and no action, suit, investigation, litigation or proceeding shall be pending or threatened in any court or before any arbitrator or Governmental Authority, which (i) purports to enjoin, prohibit, restrain or otherwise affect (1A) the making of the Revolving Loans or providing the Letters of Credit, or (2B) the consummation of the transactions contemplated pursuant to the terms hereof or the other Financing Agreements or (Bii) has or could have a reasonable likelihood of having a Material Adverse Effect; (c) so long as the limitations with respect to secured indebtedness and limitation on liens set forth in Secured Note Documents remain in effect, Administrative Borrower shall, together with any request for a Loan or Letter of Credit, deliver a certificate of its chief financial officer or Vice President-Finance to Agent stating that after giving effect to the Revolving Loan or Letter of Credit requested, the outstanding amount of Revolving Loans and Letter of Credit Obligations outstanding under this Agreement when taken together with all other Indebtedness outstanding under Credit Facilities (as such term is defined in the Senior Secured Note Indenture) does not exceed the Senior Secured Note Priority Lien Debt Limit, and setting forth the calculations with respect thereto; and (cd) no Default or Event of Default shall exist or have occurred and be continuing on and as of the date of the making of such Revolving Loan or providing each such Letter of Credit and immediately after giving effect thereto.

Conditions Precedent to All Revolving Loans and Letters of Credit. The obligation of Lender Lenders to make the Revolving Loans, including the initial Revolving Loans, or of Issuing Bank to issue any Letter of Credit, including the initial Letters of Credit, is subject to the further satisfaction of, or waiver of, immediately prior to or concurrently with the making of each such Revolving Loan or the issuance of such Letter of Credit, Credit of each of the following conditions precedent: (a) all representations and warranties contained herein and in the other Financing Agreements shall be true and correct, correct in all material respects, respects with the same effect as though such representations and warranties had been made on and as of the date of the making of each such Revolving Loan or providing each such Letter of Credit and after giving effect thereto, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate, accurate in all material respects, respects on and as of such earlier date); (b) no law, regulation, order, judgment or decree of any Governmental Authority shall exist, and no action, suit, investigation, litigation or proceeding shall be pending or threatened in any court or before any arbitrator or Governmental Authority, which (i) purports to enjoin, prohibit, restrain or otherwise affect (1A) the making of the Revolving Loans or providing the Letters of Credit, or (2B) the consummation of the transactions contemplated pursuant to the terms hereof or the other Financing Agreements or (Bii) has or could have has a reasonable likelihood of having a Material Adverse Effect; and (c) no Default or Event of Default shall exist or have occurred and be continuing on and as of the date of the making of such Revolving Loan or providing each such Letter of Credit and after giving effect thereto.