Common use of Conditions Precedent to Each Credit Event Clause in Contracts

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date, or if such representation speaks as of an earlier date, as of such earlier date; (ii) No Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) of the Borrower individually or the Credit Parties (taken as a whole) has occurred since December 31, 2016. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower Borrowers shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true and correct in all material respects as of such earlier date); (ii) No Default or Event of Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance business or condition (financial or otherwise) of the any Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 20162006. The submission by the Borrower Borrowers to the Administrative Agent of each Notice of Borrowing and Borrowing, each Letter of Credit Application Application, each Notice of Conversion (other than a notice for a conversion to a Base Rate Loan) and each Notice of Interest Period Selection shall be deemed to be a representation and warranty by the Borrower Borrowers that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on Borrowing and the Closing Date and any Incremental Term Loan Borrowinginitial Letter of Credit) is subject to the further conditions that: (a) The Borrower shall have delivered to Agent (and Issuing Bank, in the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, case of an LC Application) the Notice of Borrowing Borrowing, Notice of Conversion, Notice of Interest Period Selection or Letter of Credit LC Application, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties Borrower and its Subsidiaries set forth in Article IV Paragraph 4.01 and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true as of such earlier date); (ii) No Default or Event of Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) All of the Borrower individually or the Credit Parties (taken as a whole) has occurred since December 31, 2016Documents are in full force and effect. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing Borrowing, each Notice of Conversion (other than a notice for a conversion to a Base Rate Loan), each Notice of Interest Period Selection and each Letter of Credit LC Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section Subparagraph 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and; (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of or with respect to the Loan Borrower Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true and correct in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if which shall be true and correct in all material respects (except to the extent that such representation speaks as of an earlier dateand warranty is qualified by materiality, in which case such representation and warranty must be true and correct in all respects) as of such earlier specified date;); and (ii) No Default has occurred and is continuing or will result from such Credit Event. (c) The Total Leverage Ratio as of the date of, and after giving pro forma effect to, such Credit Event shall not exceed 2.50:1.00; and (iiid) No material adverse change in In the businesscase of any Credit Event occurring after January 15, assets2013, liabilities, operations, performance or condition (financial or otherwise) of the Borrower individually or has caused Uniform Commercial Code Financing Statement #41709239 (naming the Credit Parties (taken Borrower as a wholedebtor and filed with the Delaware Secretary of State on June 21, 2004) has occurred since December 31, 2016to be terminated. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section Sections 3.02(b) and (c) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Revolving Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line LenderIssuer, (i) the Notice of Borrowing or Loan Borrowing, Letter of Credit Application, as the case may be, for such Credit Event in accordance with this AgreementAgreement and (ii) a Borrowing Base Certificate as contemplated by Section 5.01(a)(iv)(B); and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true and correct in all material respects as of such earlier date); (ii) No Default or Event of Default (or event or circumstance described in Section 2.06(d)) has occurred and is continuing or will result from such Credit Event; and; (iii) No material adverse change in the business, assets, liabilities, operations, performance business or condition (financial or otherwise) of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 2016. 2006; (iv) No default or event of default under the Xxxxxxxxx Distribution Agreement has occurred and is continuing or will result from such Credit Event, in each case that would permit The submission by Xxxxxxxxx Company to terminate the Borrower Xxxxxxxxx Distribution Agreement; (v) The Xxxxxxxxx Company has not blocked payment from the Xxxxxxxxx Control Account to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.Borrower;

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan BorrowingCredit Event) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties Borrower set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true as of such earlier date); (ii) There shall not have been any material adverse change to the business, operations, condition (financial or otherwise), prospects, liabilities or capitalization of the Borrower or any of the other Loan Parties since the Financial Statements dated November 30, 2002; (iii) No Default or Event of Default has occurred and is continuing or will result from such Credit Event; and (iiiiv) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) All of the Borrower individually or the Credit Parties (taken as a whole) has occurred since December 31, 2016Documents are in full force and effect. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and Borrowing, each Letter of Credit Application Application, each Notice of Conversion (other than a notice for a conversion to a Base Rate Loan) and each Notice of Interest Period Selection shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if which shall be true and correct in all material respects (except to the extent that such representation speaks as of an earlier dateand warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as of such earlier date); (ii) No Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise), assets, performance or liabilities (whether actual or contingent) of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December October 31, 20162009. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and Borrowing, each Letter of Credit Application Application, each Notice of Conversion (other than a notice for a conversion to a Base Rate Loan) and each Notice of Interest Period Selection shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan BorrowingCredit Event) is subject to the further conditions that: (a) The Borrower Borrowers shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true as of such earlier date); (ii) No Default has occurred and is continuing or will result from such Credit Event; and; (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) or prospects of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 2016the date of latest audited financial statements delivered to the Administrative Agent and the Lenders prior to the date of this Agreement; and (iv) All of the Credit Documents are in full force and effect. The submission by the Borrower Borrowers to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower Borrowers that each of the statements set forth above in this Section 3.02(b3.03(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan BorrowingCredit Event) is subject to the further conditions that: (a) The Borrower Borrowers shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true as of such earlier date); (ii) No Default has occurred and is continuing or will result from such Credit Event; and; (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) or prospects of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 2016the date of latest audited financial statements delivered to the Administrative Agent and the Lenders prior to the date of this Agreement; and (iv) All of the Credit Documents are in full force and effect. The submission by the Borrower Borrowers to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower Borrowers that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower Borrowers shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Loan Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if which shall be true and correct in all material respects (except to the extent that such representation speaks as of an earlier dateand warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as of such earlier date); (ii) No Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise), assets or liabilities (whether actual or contingent) of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 2016. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice2010.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan BorrowingCredit Event) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent Lender and, if applicable, the L/C Issuer or the Swing Line LenderIssuer, the Notice of Borrowing or Borrowing, Letter of Credit Application, Notice of Conversion or Notice of Interest Period Selection, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties Borrower set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if such representation speaks as of an earlier date, which shall be true as of such earlier date); (ii) There shall not have been any material adverse change to the business, operations, condition (financial or otherwise), prospects, liabilities or capitalization of the Borrower or any of the other Loan Parties since the Financial Statements dated October 28, 2006; (iii) No Default or Event of Default has occurred and is continuing or will result from such Credit Event; and (iiiiv) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) All of the Borrower individually or the Credit Parties (taken as a whole) has occurred since December 31, 2016Documents are in full force and effect. The submission by the Borrower to the Administrative Agent Lender of each Notice of Borrowing and Borrowing, each Letter of Credit Application Application, each Notice of Conversion (other than a notice for a conversion to a Base Rate Loan or a Prime Rate Loan) and each Notice of Interest Period Selection shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b3.2(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if which shall be true and correct in all material respects (except to the extent that such representation speaks as of an earlier dateand warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as of such earlier date); (ii) No Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operationsfinancial condition, business operations or performance or condition (financial or otherwise) of the Borrower individually or the Credit Parties (Loan Parties, taken as a whole) has , having occurred since December 31, 20162012. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that: (a) The Borrower shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date, or if such representation speaks as of an earlier date, as of such earlier date; (ii) No Default has occurred and is continuing or will result from such Credit Event; and (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise) of the Borrower individually or the Credit Parties (taken as a whole) has occurred since December 31, 20162020. The submission by the Borrower to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.

Conditions Precedent to Each Credit Event. The occurrence of each Credit Event (including the initial Borrowings occurring on the Closing Date and any Incremental Term Loan Borrowing) is subject to the further conditions that:: ​ (a) The Borrower Borrowers shall have delivered to the Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender, the Notice of Borrowing or Letter of Credit Application, as the case may be, for such Credit Event in accordance with this Agreement; and​ (b) On the date such Credit Event is to occur and after giving effect to such Credit Event, the following shall be true and correct: (i) The representations and warranties of the Loan Parties set forth in Article IV and in the other Credit Loan Documents are true and correct in all material respects (except to the extent that such representation and warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as if made on such date (except for representations and warranties expressly made as of a specified date, or if which shall be true and correct in all material respects (except to the extent that such representation speaks as of an earlier dateand warranty is qualified by materiality, in which case such representation and warranty must be true in all respects) as of such earlier date;); ​ (ii) No Default or Event of Default has occurred and is continuing or will result from such Credit Event; andand ​ (iii) No material adverse change in the business, assets, liabilities, operations, performance or condition (financial or otherwise), assets or liabilities (whether actual or contingent) of the Borrower individually or the Credit Loan Parties (taken as a whole) has having occurred since December 31, 20162021. The submission by the Borrower Borrowers to the Administrative Agent of each Notice of Borrowing and each Letter of Credit Application shall be deemed to be a representation and warranty by the Borrower Borrowers that each of the statements set forth above in this Section 3.02(b) is true and correct as of the date of such notice.. ​