Common use of Conditions Precedent to Each Borrowing, Issuance and Renewal Clause in Contracts

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, renewal or extension the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal or extension, stating that: (i) the representations and warranties contained in each Loan Document are true and correct on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal or extension and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal or extension or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Value equals or exceeds the Facility Exposure that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligations.

Conditions Precedent to Each Borrowing, Issuance and Renewal. (a) The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), ) and the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 Credit and the right of the Borrower to request a Swing Line Borrowing shall be subject to the satisfaction of the conditions set forth in Section 3.01 (to the extent not previously satisfied pursuant to that Section) and such further conditions precedent that on the date of such Borrowing, issuance, issuance or renewal or extension (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (xw) an Unencumbered Assets Certificate a Notice of Borrowing or Notice of Issuance, as applicable, and a Borrowing Base Certificate, in each case dated the date of such Borrowing, issuance or renewal and, in the case of the Borrowing Base Certificate, demonstrating that the Facility Available Amount (calculated on a pro forma basis immediately after giving effect to such Borrowing, issuance or renewal) will be greater than or equal to the Facility Exposure, (x) all Collateral Deliverables and all items described in the definition of “BBA Proposal Package” herein (to the extent not previously delivered with respect to each Borrowing Base Asset pursuant to Section 3.01, Section 5.01(k) or this Section 3.02), (y) in the case of an addition of any Person as an Additional Guarantor, all Guarantor Deliverables (to the extent not previously delivered pursuant to Section 3.01, Section 5.01(k) or this Section 3.02), and (yz) a certificate signed by a duly authorized officer Responsible Officer of the Borrower, dated the date of such Borrowing, issuance, renewal or extension, stating that: (i) the representations and warranties contained in each Loan Document are true and correct on and as of such date (except that those that expressly relate to a prior date shall be true as though made on and as of such prior date), before and immediately after giving effect to (A) such Borrowing, issuance, issuance or renewal or extension and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom; provided, as though made on and as however, that solely with respect to a single Borrowing to be requested in December 2018, Borrower shall not be required to make the representation in the last sentence of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date)Section 4.01(g); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, issuance or renewal or extension or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance Advance, or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Value Facility Available Amount equals or exceeds the Facility Exposure that will be outstanding immediately after giving effect to such Advance, issuance or renewal, respectively, and (B) before and immediately after giving effect to such Advance, issuance or renewal, the Parent Guarantor Borrower shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request request. (k) Section 5.02(g) is amended and restated in order its entirety to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligations.read as follows:

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), ) and the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 Credit and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, issuance or renewal or extension (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets a Borrowing Base Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal issuance or extensionrenewal, stating that: (i) the representations and warranties contained in each Loan Document (as such representations and warranties may change based upon events or activities not prohibited by the Loan Documents, provided that no such change shall constitute a Default or Event of Default or be reasonably likely to result in a Material Adverse Effect) are true and correct on and as of such date, before and after giving effect to (A) such Borrowing, issuance, issuance or renewal or extension and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, issuance or renewal or extension or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance Advance, or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Loan Value equals or exceeds the Facility Exposure that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 Credit and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, issuance or renewal or extension (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets a Borrowing Base Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal issuance or extensionrenewal, stating that: (i) the representations and warranties contained in each Loan Document are true and correct on and as of such date, before and after giving effect to (A) such Borrowing, issuance, issuance or renewal or extension and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, issuance or renewal or extension or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% the sum of the Total Unencumbered Asset Value Loan Values of the Borrowing Base Assets equals or exceeds the Facility Exposure that will aggregate principal amount of the Revolving Credit Advances plus Swing Line Advances plus Letter of Credit Advances to be outstanding plus the aggregate Available Amount of all Letters of Credit to be outstanding after giving effect to such Advance, Advance or issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, renewal renewal, extension or extension increase (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets a Borrowing Base Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal renewal, extension or extensionincrease, stating that: (i) the representations and warranties contained in each Loan Document are true and correct in all material respects on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal renewal, extension or extension increase and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (date, except to the extent that such representations and or warranties relate solely specifically refer to an earlier date (date, in which case such representations and warranties they shall have been be true and accurate on and correct in all material respects as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal renewal, extension or extension increase or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Value equals Borrowing Base Debt Service Coverage Ratio is equal to or exceeds greater than 1.50:1.00, provided that if the Facility Exposure Fixed Charge Coverage Ratio is less than 1.15:1.00, the certificate shall state that will be outstanding after giving effect the Borrowing Base Debt Service Coverage Ratio is equal to such Advance, issuance or renewal, respectivelygreater than 1.75:1.00, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit an Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), and the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that the Effective Date shall have occurred and on the date of such Borrowing, issuance, Borrowing or issuance or renewal or extension (a) the following statements shall be true (and each of the giving of the applicable Notice of Borrowing, Notice of Issuance or Notice of Renewal and the Administrative Agent shall have received for acceptance by the account Borrower of the proceeds of such Lender, Borrowing or of such Letter of Credit or the Swing Line Bank or renewal of such Issuing Bank (x) an Unencumbered Assets Certificate dated Letter of Credit shall constitute a representation and warranty by the Borrower that both on the date of such Borrowing, issuance or renewal notice and (y) a certificate signed by a duly authorized officer of the Borrower, dated on the date of such Borrowing, issuance, Borrowing or issuance or renewal or extension, stating that:such statements are true): (i) the representations and warranties contained in each Loan Document Section 4.01 are true and correct on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal or extension and (B) in the case of any Borrowing or issuance or renewal, renewal and to the application of the proceeds therefrom, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date));, and (ii) no Default or Event of Default event has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal or extension or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Value equals or exceeds the Facility Exposure that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenantsconstitutes a Default; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender of the Appropriate Lenders to make an Advance (other than a Swing Line Advance made by any of the Revolving Credit Lenders pursuant to Section 2.02(b)(ii)) and a Letter of Credit Advance made by an the Issuing Bank or a Lender any of the Revolving Credit Lenders pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)2.03(c)(i) on the occasion of each Borrowing (including the initial Borrowing), and the right of the Borrower to request a Swing Line Borrowing, and the obligation of each the Issuing Bank to issue a Letter of Credit (including the initial issuanceissuance thereof) or to renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, issuance or renewal or extension (a) the following statements shall be true (and each of the giving of the applicable Notice of Borrowing, Notice of Swing Line Borrowing, Notice of Issuance or Notice of Renewal 77 -74- by the Borrower and the Administrative Agent shall have received for acceptance by the account Borrower of the proceeds of such LenderBorrowing or of such Letter of Credit or the renewal of such Letter of Credit, as the Swing Line Bank or case may be, shall constitute a representation and warranty by the Borrower that, both on the date of such Issuing Bank (x) an Unencumbered Assets Certificate dated notice and on the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrowerrenewal, dated the date of such Borrowing, issuance, renewal or extension, stating that:statements are true): (i) the representations and warranties contained in each of the Loan Document Documents are true and correct in all material respects on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal or extension and (B) in the case of any Borrowing or issuance or renewal, renewal and to the application of the proceeds proceeds, if any, therefrom, as though made on and as of such date (except (A) for any such representation and warranty that, by its terms, refers to a specific date other than the extent that date of such representations and warranties relate solely to an earlier date (Borrowing, issuance or renewal, in which case such representations and warranties shall have been true and accurate on and as of such earlier specific date, and (B) that the Consolidated financial statements of the Borrower and its Subsidiaries referred to in Sections 4.01(f) and 4.01(g) shall be deemed at any time and from time to time after the Effective Date to refer to the Consolidated financial statements of the Borrower and its Subsidiaries comprising part of the Required Financial Information most recently delivered to the Administrative Agent and the Lender Parties pursuant to Sections 5.03(b) and 5.03(c), respectively, on or prior to the date of such Borrowing, issuance or renewal);; and (ii) no Default or Event of Default event has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal or extension or (B) in the case of any Borrowing or issuance or renewal, or from the application of the proceeds proceeds, if any, therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Value equals or exceeds the Facility Exposure that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenantsconstitutes a Default; and (b) the Administrative Agent shall have received such other approvals, opinions or authorizations, opinions, documents and information as any Lender Party of the Appropriate Lenders (or, in the case of any Swing Line Advance, the Swing Line Bank or, in the case of the issuance or renewal of a Letter of Credit, the Issuing Bank) through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing and a Commitment Increase pursuant to Section 2.17 shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, renewal renewal, extension or extension increase (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets Pool Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal renewal, extension or extensionincrease, stating that: (i) the representations and warranties contained in each Loan Document are true and correct in all material respects on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal renewal, extension or extension increase and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (date, except to the extent that such representations and or warranties relate solely specifically refer to an earlier date (date, in which case such representations and warranties they shall have been be true and accurate on and correct in all material respects as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal renewal, extension or extension increase or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 6065% of the Total Unencumbered Asset Pool Value equals or exceeds the Facility Exposure Unsecured Debt that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.

Conditions Precedent to Each Borrowing, Issuance and Renewal. The obligation of each Lender to make an Advance (other than a Letter of Credit Advance made by an Issuing Bank or a Lender pursuant to Section 2.03(c) and a Swing Line Advance made by a Lender pursuant to Section 2.02(b)) on the occasion of each Borrowing (including the initial Borrowing), the obligation of each Issuing Bank to issue a Letter of Credit (including the initial issuance) or renew a Letter of Credit, the extension of Commitments pursuant to Section 2.16 and the right of the Borrower to request a Swing Line Borrowing and a Commitment Increase pursuant to Section 2.17 shall be subject to the further conditions precedent that on the date of such Borrowing, issuance, renewal renewal, extension or extension increase (a) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender, the Swing Line Bank or such Issuing Bank (x) an Unencumbered Assets a Borrowing Base Certificate dated the date of such Borrowing, issuance or renewal and (y) a certificate signed by a duly authorized officer of the Borrower, dated the date of such Borrowing, issuance, renewal renewal, extension or extensionincrease, stating that: (i) the representations and warranties contained in each Loan Document are true and correct on and as of such date, before and after giving effect to (A) such Borrowing, issuance, renewal renewal, extension or extension increase and (B) in the case of any Borrowing or issuance or renewal, the application of the proceeds therefrom, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date)); (ii) no Default or Event of Default has occurred and is continuing, or would result from (A) such Borrowing, issuance, renewal renewal, extension or extension increase or (B) in the case of any Borrowing or issuance or renewal, from the application of the proceeds therefrom; and (iii) for each Revolving Credit Advance or Swing Line Advance made by the Swing Line Bank or issuance or renewal of any Letter of Credit, (A) 60% of the Total Unencumbered Asset Loan Value equals or exceeds the Facility Exposure that will be outstanding after giving effect to such Advance, issuance or renewal, respectively, and (B) before and after giving effect to such Advance, issuance or renewal, the Parent Guarantor shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants; and (b) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender Party through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (ii) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (iii) the absence of any Default and (iv) the rights and remedies of the Secured Parties or the ability of the Loan Parties to perform their Obligationsrequest.