Common use of CONDITIONS TO ALL BORROWINGS Clause in Contracts

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.03, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, (ii) in the case of any representation and except that warranty qualified by materiality, they shall be true and correct in all respects and (iii) for purposes of this Section 4.024.03, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) Sections 6.01 and (b), respectively, of Section 6.016.19. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender and shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) After giving effect to the Borrowing requested to be made on any such date and the use of proceeds thereof, the Commitment shall be greater than or equal to zero. (e) The Borrower Borrowers shall have provided evidence satisfactory to the Lender that after giving effect to (i) such request (and the funding of the proceeds thereof) and (ii) the payment of obligations of the Borrowers reflected in the Approved Budget to be paid during the seven-day period beginning with the requested funding date, the sum of cash and cash equivalents of the Loan Parties will not exceed $1,500,000. (f) The requested Borrowing shall not exceed the Available Amount. (g) Prior to, and after giving effect to, the making of any Loan, the Borrowers shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowingprovisions of Section 6.19 hereof. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty by the Borrowers that the conditions specified in Sections 4.02(a), (b), (d) 4.01 and (e) 4.03 have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing a Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of SOFR Loans), is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (ai), (ii), (v) and (b), vi) respectively, of Section 6.01; provided that after the Effective Date the representations and warranties set forth in Section 5.05(b) or Section 5.06 shall not be required to be true or correct as a condition precedent to any Borrowing. (b) No Default shall then exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of SOFR Loans) submitted by the a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower contained in Article V or any and (ii) each Loan Party contained in each other Loan Document, Document or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be (A) in the case of representations and warranties that are qualified as to materiality, true and correct, and (B) in the case of representations and warranties that are not qualified as to materiality, true and correct in all material respects, in each case on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct or true and correct in all material respects, as the case may be, as of such earlier date, and except ; provided that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.09 shall be deemed to refer to the most recent statements Financial Statements furnished pursuant to clauses subsections (a) and (b), respectively, ) of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The Subject to Section 1.10, the obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender Lender, shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (e) The Borrower In the case of a Revolving Credit Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than the initial funding on the Closing Date, a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The All representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are (except for the representations and warranties contained in any document furnished at any time under or in connection herewith or therewith, Sections 5.04(c) and 5.05 hereof) that are qualified by materiality shall be true and correct on and as of the date of such Borrowing, and all representations and warranties of the Borrower contained in Article V (except for the representations and warranties contained in Sections 5.04(c) and 5.05 hereof) that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except, in each case, to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing advance the Borrowings of its Loans is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VII or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (without duplication of any materiality qualifiers therein) on and as of the date of such BorrowingLoan, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (without duplication of any materiality qualifiers therein) as of such earlier date, and except that for purposes of this Section 4.026.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 7.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.018.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d6.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) or to make any Loan pursuant to Section 2.01, or to effect any Collateral Substitution, is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such BorrowingBorrowing or Collateral Substitution, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 of the Syndicated Credit Agreement. (b) No Default shall exist, exist or would result from such proposed Borrowing or Collateral Substitution or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicableIn the event of a Borrowing, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The With respect to each Financed Property which is added to the Property Pool by such Collateral Substitution, the Lender shall have received each of the following, each of which shall be originals or telecopies (followed promptly by originals) unless otherwise specified, each dated as of the date of such Loan (or a recent date before the date of such Loan, or, with respect to such Financed Properties to be financed as of the Closing Date, except to the extent permitted to be delivered in accordance with Section 6.10) and each in form and substance reasonably satisfactory to the Lender: (i) a satisfactory FIRREA Appraisal; (ii) (x) a Mortgage properly executed by a Responsible Officer of the signing Loan Party and evidence of the proper recordation of such Mortgage in the appropriate filing office (or delivery of such Mortgage to the applicable title company for recordation), and (y) the Real Estate Support Documents with respect to such Financed Property; (iii) environmental reports (including Phase I and if requested by the Lender, Phase II environmental assessments) as the Lender may reasonably request, in each case (x) prepared by an environmental expert acceptable to Lender and (y) dated as of a date within twelve (12) months before the date of addition of such property to the Property Pool; (iv) a copy of the Lease of such Financed Property to the applicable Subsidiary and any sublease or Memorandum of Lease associated therewith, if any; (v) to the extent the applicable lessee is not already a party to the Guaranty, a fully executed Joinder Agreement executed by the lessee under any Lease of such Financed Property joining such lessee to the Guaranty; (vi) a favorable opinion of local counsel to the Borrowers in the state where such Financed Property is located, addressed to the Lender, as to such matters concerning the Borrowers owning such Financed Property, any Guarantor leasing such property, and the Loan Documents as the Lender may reasonably request; (vii) a certificate of a Responsible Officer of the Company in form and detail reasonably satisfactory to the Lender (which may be contained in the applicable Loan Notice) demonstrating that the Collateral Substitution Test shall have been met; (viii) Uniform Commercial Code search results showing no Liens on the Financed Property other than Mortgage Permitted Liens and those liens acceptable to the Lender in its sole discretion; (ix) delivery of Uniform Commercial Code financing statements and fixture filings suitable in form and substance for filing in all places required by applicable Law to perfect the Liens of the Lender under the Mortgage and other Security Instruments related to such Financed Property as a first priority Lien (subject only to Mortgage Permitted Liens) as to items of Collateral in which a security interest may be perfected by the filing of financing statements or fixture filings, and such other documents and/or evidence of other actions as may be necessary under applicable Law to perfect the Liens of the Lender under the Mortgage and other Security Instruments related to such Financed Property as a first priority Lien (subject only to Mortgage Permitted Liens) in and to such other Collateral as the Lender may require; (x) evidence that all insurance (including flood insurance, if applicable) required to be maintained pursuant to the Loan Documents with respect to such Financed Property has been obtained and is in effect; and endorsements naming the Lender as an additional insured and loss payee, as the case may be, on all such insurance policies maintained with respect to such Financed Property; and (xi) evidence that such Financed Property is not a Flood Hazard Property; and (xii) with respect to the applicable Borrower associated with such Financed Property (to the extent not previously delivered): (A) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of such Borrower as the Lender may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with the Loan Documents to which such Borrower is a party; (B) such documents and certifications as the Lender may reasonably require (x) to evidence that each Loan Party is duly organized or formed, and (y) to evidence that such Borrower is validly existing, in good standing and qualified to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (C) a certificate of a Responsible Officer of such Borrower either (A) attaching copies of all consents, licenses and approvals required in connection with the execution, delivery and performance by such Borrower and the validity against such Borrower of the Loan Documents to which it is a party, and such consents, licenses and approvals shall be in compliance with full force and effect, or (B) stating that no such consents, licenses or approvals are so required; and (D) a certificate signed by the Asset Coverage Ratio both before chief financial officer, treasurer or chief accounting officer of the Company, certifying that the Company individually is Solvent and the Loan Parties taken as a whole are Solvent, in each case after giving effect to such proposed Borrowingthe Collateral Substitution and the other Loan Documents and the Indebtedness pursuant hereto and thereto. (e) The applicable Borrower associated with such Financed Property must be a Borrower as of the Closing Date or pursuant to Section 6.05. (f) With respect to each Collateral Substitution, (i) the Lender shall have received a $7,500.00 collateral substitution fee and (ii) the Lender shall have determined that no Environmental Issue exists with respect to any Financed Property that is added to the Collateral Pool by such Collateral Substitution. (g) Any fees required to be in compliance in all material respects with paid on or before the Act both before and after giving effect to such proposed Borrowingdate of the applicable Borrowing or Collateral Substitution shall have been paid. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) submitted by the Borrower Company and each Collateral Substitution shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or Collateral Substitution. The Company and the Borrowers, jointly and severally, shall pay to the Lender any collateral substitution fees required by this Section 4.02.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only the conversion of Loans from one Type to another or the continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time by the Borrower to the Lender under or in connection herewith or therewithwith this Agreement, shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, 4.02(a) the representations and warranties contained in subsections (aSection 5.06(b) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (excluding a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects on and as of the date of such Borrowing; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that any representation and except warranty that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed true and correct (after giving effect to refer to the most recent statements furnished pursuant to clauses (aany qualification therein) and (b), respectively, of Section 6.01in all respects on such respective dates. (b) No Default or Event of Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereoftherefrom. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing and that after giving effect to such Borrowing, the lesser of (i) the Borrowing Base and (ii) the Aggregate Commitments shall be equal to or exceed the Credit Exposure.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from any Borrower is subject to the following conditions precedent: (a) The representations and warranties of the such Borrower contained in Article V VI (other than Sections 6.05(c) and 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof, with respect to such Borrower. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from such Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date is subject to satisfaction or waiver of the following conditions precedent: (ai) The representations and warranties of the Borrower contained each Loan Party set forth in Article V or any 5 and in each other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing with the same effect as though made on and as of such date, except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, ; provided that any representation and except warranty that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed true and correct (after giving effect to refer to the most recent statements furnished pursuant to clauses (aany qualification therein) and (b), respectively, of Section 6.01in all respects on such respective dates. (bii) No Default or Event of Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereoftherefrom (except in connection with a Borrowing on the Closing Date). (ciii) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) Section 4.02 have been satisfied on and as of the date of the applicable Borrowing. Notwithstanding anything in this Section 4.02 to the contrary, to the extent that the proceeds of Incremental Term Loans are to be used to finance a Permitted Acquisition or Investment permitted hereunder, the only conditions precedent to the funding of such Incremental Term Loans shall be the conditions precedent set forth in Section 2.14 and the related Incremental Amendment.

CONDITIONS TO ALL BORROWINGS. (Including on the Closing Date). The obligation of each Lender to honor any Request for Borrowing Notice (other than a Borrowing Notice requesting only a conversion of Term Loans to the other Type or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower contained in Article V or any and (ii) each Loan Party contained in each other Loan Document, Document or which are contained in any document required to be furnished at any time under or in connection herewith or therewiththereunder, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.024.02 following the Closing Date, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01; provided that, in each case, such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality or by a reference to a Material Adverse Effect in the text thereof. (b) No Default or Event of Default shall exist, or would result immediately, from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Notice in accordance with the requirements hereof. (d) The Borrower shall be . It is understood, for avoidance of doubt, that each Borrowing made in compliance connection with the Asset Coverage Ratio both before effectiveness of any Incremental Facility, the proceeds of which are used to consummate a Permitted Acquisition, will be subject to the conditions set forth in clauses (a) and after giving effect (b) only to such proposed Borrowing. (e) The Borrower shall be the extent specified in compliance in all material respects with the Act both before and after giving effect to such proposed BorrowingSection 2.15(d)(i). Each Request for Borrowing Notice (other than a Borrowing Notice requesting only a conversion of Term Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) or to make any Loan pursuant to Section 2.01, or to effect any Collateral Substitution, is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such BorrowingBorrowing or Collateral Substitution, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 of the Syndicated Credit Agreement. (b) No Default shall exist, exist or would result from such proposed Borrowing or Collateral Substitution or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicableIn the event of a Borrowing, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The With respect to each such Financed Property which is to be financed in whole or in part by such Loan, or which is added to the Property Pool by such Collateral Substitution, the Lender shall have received each of the following, each of which shall be originals or telecopies (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Loan Party, each dated as of the date of such Loan (or a recent date before the date of such Loan, or, with respect to such Financed Properties to be financed as of the Closing Date, except to the extent permitted to be delivered in accordance with Section 6.10) and each in form and substance reasonably satisfactory to the Lender: (i) a satisfactory FIRREA Appraisal; (ii) (x) a Mortgage and evidence of the proper recordation of such Mortgage in the appropriate filing office (or delivery of such Mortgage to the applicable title company for recordation), and (y) the Real Estate Support Documents with respect to such Financed Property; (iii) a copy of the Lease of such Financed Property to the applicable Subsidiary and any sublease or Memorandum of Lease associated therewith, if any; (iv) to the extent the applicable lessee is not already a party to the Guaranty, a fully executed Joinder Agreement executed by the lessee under any Lease of such Financed Property joining such lessee to the Guaranty; (v) a favorable opinion of local counsel to the Borrowers in the state where such Financed Property is located, addressed to the Lender, as to such matters concerning the Borrowers owning such Financed Property, any Guarantor leasing such property, and the Loan Documents as the Lender may reasonably request; (vi) in the event of a Collateral Substitution, a certificate of a Responsible Officer of the Company in form and detail reasonably satisfactory to the Lender (which may be contained in the applicable Loan Notice) demonstrating that the Collateral Substitution Test shall have been met; (vii) Uniform Commercial Code search results showing no Liens on the Financed Property other than Mortgage Permitted Liens and those liens acceptable to the Lender in its sole discretion; (viii) delivery of Uniform Commercial Code financing statements and fixture filings suitable in form and substance for filing in all places required by applicable Law to perfect the Liens of the Lender under the Mortgage and other Security Instruments related to such Financed Property as a first priority Lien (subject only to Mortgage Permitted Liens) as to items of Collateral in which a security interest may be perfected by the filing of financing statements or fixture filings, and such other documents and/or evidence of other actions as may be necessary under applicable Law to perfect the Liens of the Lender under the Mortgage and other Security Instruments related to such Financed Property as a first priority Lien (subject only to Mortgage Permitted Liens) in and to such other Collateral as the Lender may require; (ix) evidence that all insurance (including flood insurance, if applicable) required to be maintained pursuant to the Loan Documents with respect to such Financed Property has been obtained and is in effect; and endorsements naming the Lender as an additional insured and loss payee, as the case may be, on all such insurance policies maintained with respect to such Financed Property; and (x) with respect to the applicable Borrower associated with such Financed Property (to the extent not previously delivered): (A) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of such Borrower as the Lender may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with the Loan Documents to which such Borrower is a party; (B) such documents and certifications as the Lender may reasonably require (x) to evidence that each Loan Party is duly organized or formed, and (y) to evidence that such Borrower is validly existing, in good standing and qualified to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (C) a certificate of a Responsible Officer of such Borrower either (A) attaching copies of all consents, licenses and approvals required in connection with the execution, delivery and performance by such Borrower and the validity against such Borrower of the Loan Documents to which it is a party, and such consents, licenses and approvals shall be in compliance with full force and effect, or (B) stating that no such consents, licenses or approvals are so required; and (D) a certificate signed by the Asset Coverage Ratio both before chief financial officer, treasurer or chief accounting officer of the Company, certifying that the Company individually is Solvent and the Loan Parties taken as a whole are Solvent, in each case after giving effect to such proposed Borrowingthe Borrowing or the Collateral Substitution and the other Loan Documents and the Indebtedness pursuant hereto and thereto. (e) The applicable Borrower associated with such Financed Property must be a Borrower as of the Closing Date or pursuant to Section 6.05. (f) With respect to each Collateral Substitution, the Lender shall have received a $7,500.00 collateral substitution fee. (g) Any fees required to be in compliance in all material respects with paid on or before the Act both before and after giving effect to such proposed Borrowingdate of the applicable Borrowing or Collateral Substitution shall have been paid. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) submitted by the Borrower Company and each Collateral Substitution shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or Collateral Substitution. The Company and the Borrowers, jointly and severally, shall pay to the Lender any collateral substitution fees required by this Section 4.02.

CONDITIONS TO ALL BORROWINGS. The Subject to Section 1.07, the obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company contained in Article V or any representations and warranties of the Company in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The Except as otherwise expressly provided herein, the obligation of each Lender to honor any Request for Borrowing is subject make Loans (including Loans made on the Effective Date) are subject, at the time of the making of such Loans to the satisfaction of the following conditions precedentconditions: (a) The all representations and warranties of the Borrower by any Credit Party contained herein or in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct on and in all material respects (without duplication of any materiality qualifier contained therein) as of such date and also after giving effect to the date making of such BorrowingLoans, except to the extent that such representation or warranty expressly relates to an earlier date (in which event such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and ); (b) no Default or Event of Section 5.05 Default shall have occurred and be continuing or would exist after giving effect to the proposed Loan; (c) prior to the making of each Loan, Agent shall have received a Notice of Borrowing meeting the requirements of subsection 1.5(a); (d) after giving effect to any Loan and the contemporaneous uses of the proceeds thereof, the Credit Parties’ cash and Cash Equivalents shall not exceed $15,000,000; and (e) the proceeds of such Loans shall be used as set forth in and in accordance with the Budget. The request by the Borrower and acceptance by the Borrower of the proceeds of any Loan shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b)constitute, respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application as of the proceeds date thereof. , (ci) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty by the Borrower that the conditions specified in Sections 4.02(a), (b), (d) and (e) this Section 2.2 have been satisfied on and as (ii) a reaffirmation by each Credit Party of the date granting and continuance of Agent’s Liens, on behalf of itself and the applicable BorrowingSecured Parties, pursuant to the Collateral Documents.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make a Loan on the occasion of any Request for Borrowing is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (other than the representations and warranties contained in Sections 5.05(c), 5.06(b), 5.09 and 5.17 for all Borrowings other than the initial Borrowing) or any other Loan Document, or which Document that are contained in any document furnished at any time under or in connection herewith or therewith, qualified by materiality shall be true and correct on and as of the date of such Borrowing, and that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Committed Loan Notice in respect of a Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Type or a continuation of Term SOFR Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any (other Loan Documentthan, or which are contained in any document furnished at any time under or in connection herewith or therewithafter the Closing Date, Sections 5.05(b) and 5.06) shall be true and correct in all material respects (except to the extent that such representations and warranties are already qualified by materiality, in which case they shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except to the extent that such representations and warranties are already qualified by materiality, in which case they shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsection (a) and of Section 6.01 (and, if any financial statements shall have been subsequently delivered pursuant to subsection (b), respectively, ) of Section 6.01, then also to such financial statements so subsequently delivered). (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower (other than a conversion of Loans to another Type or a continuation of Term SOFR Loans) shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e4.02(b) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and Outstanding Amount after giving effect to such proposed Borrowing. (e) The Borrower the Borrowing shall be in compliance in all material respects with not exceed the Act both before and after giving effect to such proposed BorrowingMinimum Collateral Amount. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the relevant Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (ed) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing advance the Borrowings of its Loans is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V Section 5 or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such BorrowingLoan, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Borrower shall be in compliance (on a Pro Forma Basis taking into account the applicable Loan) with the financial covenants set forth in Section 7.11. (d) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower All of the conditions precedent set forth in Section 4.01 shall be in compliance in all material respects with the Act both before and after giving effect have been satisfied on or prior to date of such proposed requested Borrowing. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (ec) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request request for a Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) and any extension of credit pursuant to Section 2.14, 2.15 or 2.16 is subject to the following conditions precedent, subject to Section 1.09 with respect to Incremental Term Loans only: (a) The the representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that Borrowing in all material respects (other than any such representations and warranties specifically refer to an earlier datethat are qualified by materiality or Material Adverse Effect, in which case they shall be true and correct in all respects); provided that in the case of any Incremental Term Loans used to finance a Limited Condition Acquisition permitted hereunder, to the extent the Lenders participating in such Incremental Term Loans agree, this Section 4.02(a) shall require only the Specified Representations and customary “acquisition agreement representations” (i.e., those representations of the seller or target (as applicable) in the applicable acquisition agreement that are material to the interests of the Lenders and only to the extent that the Borrower or its applicable Subsidiary has the right to terminate its obligations under the applicable acquisition agreement as a result of the failure of such earlier daterepresentations to be accurate) be true and correct in all material respects (except, in the case of the Specified Representations, to the extent that any such representation and except that for purposes of this Section 4.02warranty is qualified by materiality or Material Adverse Effect, the representations in which case such representation and warranties contained in subsections (a) and (b) of Section 5.05 warranty shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) true and (bcorrect in all respects), respectively, of Section 6.01. (b) No no Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance . Subject to Section 1.09 with the Asset Coverage Ratio both before and after giving effect respect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Incremental Term Loans, each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (other than in Sections 5.05(c), 5.06, 5.10, 5.11 and 5.14) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to include the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower In the case of a Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders would make it impracticable for such Borrowing to be denominated in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make a Loan on the occasion of any Request for Borrowing is subject to the satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (other than the representations and warranties contained in Sections 5.05(c), 5.06(b) and 5.12 for all Borrowings) or any other Loan Document, or which Document that are contained in any document furnished at any time under or in connection herewith or therewith, qualified by materiality shall be true and correct on and as of the date of such Borrowing, and the representations and warranties that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (provided that such materiality qualifier shall not be applicable to any representation or warranty that already is qualified or modified by materiality in the text thereof), and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished delivered pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Committed Loan Notice in respect of a Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) this Section 4.02 have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make ---------------------------- any Request for Borrowing Loan is subject to satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be have been true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained set forth in subsections (aSections 5.04(b) and (b) of Section 5.05 shall be deemed required to refer be true and correct in all material respects only on the date of the initial Borrowing and on the Assumption Date after giving effect to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01Assumption. (b) No Default or Event of Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower Administrative Agent shall be have received, in compliance with form and substance satisfactory to it, such other assurances, certificates, documents or consents related to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with foregoing as the Act both before and after giving effect to such proposed BorrowingAdministrative Agent or the Required Lenders may reasonably request. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default Change of Control, Invalidity Event or Material Failure of Security shall existhave occurred and no Default, Collateral Shortfall or Over Advance shall exist or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower Neither the Administrative Agent nor any Lender shall be in compliance with have received from any Person any notice that any Collateral Document will no longer secure on a first priority basis (subject to Liens permitted under the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingapplicable Collateral Document) future Borrowings under this Agreement. (e) The Borrower Agent shall be have received, in compliance in all material respects with form and substance satisfactory to it: (i) such other assurances, certificates, documents or consents related to the Act both before foregoing as Agent or the Required Lenders reasonably may require; and after giving effect (ii) any information requested more than five Business Days prior to such proposed BorrowingLoan Notice by the Agent or any Lender in accordance with Section 6.02(d). Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) and the Term Loan Conversion Option is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi) and the Term Loan Conversion Option, as of the Closing Date and the Term Loan Conversion Date, respectively), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date and the Term Loan Conversion Date, if applicable. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi) and the Term Loan Conversion Option, from the application occurrence of the proceeds thereofClosing Date and the Term Loan Conversion Date, respectively). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.12 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with satisfaction of the Act both before and after giving effect to such proposed BorrowingAdministrative Agent. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Term SOFR Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower Administrative Agent shall have received evidence reasonably satisfactory to the Administrative Agent that the 2021 Term Loan Facility has been terminated, or substantially concurrently with the Borrowing pursuant to Section 2.01, shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowingterminated. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Term SOFR Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from the Borrower is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V VI (other than Sections 6.05(c) and 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof, with respect to the Borrower. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from the Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing a Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of SOFR Loans), is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (ai) and (bii), respectively, of Section 6.01; provided that after the Effective Date the representations and warranties set forth in Section 5.05(b) or Section 5.06 shall not be required to be true or correct as a condition precedent to any Borrowing. (b) No Default shall then exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of SOFR Loans) submitted by the a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (e) The Borrower In the case of a Committed Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only the conversion of Loans from one Type to another or the continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time by the Borrower to the Administrative Agent or the Lenders under or in connection herewith or therewithwith this Agreement (excluding, from and after the Investment Grade Date, the representation and warranty set forth in Section 5.06(c) of this Agreement), shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, 4.02(a) the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.06 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from the Borrower is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V VI (other than Sections 6.05(c) and 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof, with respect to the Borrower. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from the Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The Subject to Section 1.11, the obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Term SOFR Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) Prior to or substantially concurrent with the initial Borrowing hereunder, there shall have occurred an initial public offering of the Company, spin-off or split-off of the Company from Xxxxxxx, or other distribution by Xxxxxxx to its shareholders of all or a portion of the equity interest in the Company owned by Xxxxxxx and transfer of assets to the Company, in each case effected in accordance with the Separation Agreement. (d) The Administrative Agent and, if applicable, the Swing Line Lender Lender, shall have received a Request for Borrowing in accordance with the requirements hereof. (de) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (ef) The Borrower In the case of a Committed Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.024.03, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing a Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans), is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except that those representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (ai) and (bii), respectively, of Section 6.01; provided that after the Effective Date the representations and warranties set forth in Section 5.05(b), Section 5.06 or Section 5.13 shall not be required to be true or correct as a condition precedent to any Borrowing. (b) No Default shall then exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from any Borrower is subject to the following conditions precedent: (a) The representations and warranties of the such Borrower contained in Article V VI (other than Sections 6.05(c) and 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof, with respect to such Borrower. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from such Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation obligations of each Lender to honor any Request for Borrowing is Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Loans) are subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party (i) which are contained in Article V or 6, any other Loan Document, such Loan Notice and the most recent Compliance Certificate delivered to Administrative Agent prior to the requested date for such Borrowing, or (ii) which are contained in any other document furnished at any time under or in connection herewith or therewiththerewith that specifically states therein that such representations and warranties are being made for the benefit of the Lenders and the Administrative Agent, shall be true and correct (in the case of each representation and warranty described in clause (i) or (ii) immediately preceding) in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Base Rate Loans to Term SOFR Loans, a conversion of Term SOFR Loans to Base Rate Loans, or a continuation of Term SOFR Loans or Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower Loan Parties contained in Article V (other than the representations and warranties in Section 5.05(b) and Section 5.06(b)) or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) on and as of the date of such Borrowing, Borrowing (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, ) and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSection 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (bSection 6.01(a), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower In the case of a Term A-2 Borrowing, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Term A-2 Lenders would make it impracticable for such Term A-2 Borrowing to be denominated in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed BorrowingEuros. (e) The Borrower administrative Agent shall be have received a Funding Certificate in compliance in all material respects connection with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Base Rate Loans to Term SOFR Loans, conversion of Term SOFR Loans to Base Rate Loans, or a continuation of Term SOFR Loans or Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower Borrowers contained in Article V or any (other Loan Document, or which are than Sections 5.05(c) and 5.06) and (ii) each applicable Designated Borrower contained in any document furnished at any time under or in connection herewith or therewith, each Designated Borrower Request and Assumption Agreement (other than Sections 5.05(c) and 5.06 to the extent incorporated by reference therein) shall be true and correct in all material respects (except to the extent that such representations and warranties are already qualified by materiality, in which case they shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except to the extent that such representations and warranties are already qualified by materiality, in which case they shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02Section, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowingmet.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make a Loan on the occasion of any Request for Borrowing is subject to the satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any (other Loan Document, or which are than the representations and warranties contained in Sections 5.05(c), 5.06 and 5.12 for all Borrowings other than any document furnished at any time under Borrowing occurring on the Closing Date or in connection herewith or therewith, a Designated Borrower Closing Date) that are qualified by materiality shall be true and correct on and as of the date of such Borrowing, and the representations and warranties (other than the representations and warranties contained in Sections 5.05(c), 5.06 and 5.12 for all Borrowings other than any Borrowing occurring on the Closing Date or a Designated Borrower Closing Date) that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (provided, that such materiality qualifier shall not be applicable to any representation or warranty that already is qualified or modified by materiality in the text thereof), and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished delivered pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Committed Loan Notice in respect of a Borrowing submitted by the Borrower or a Designated Borrower shall be deemed to be a representation and warranty that the applicable conditions specified in Sections 4.02(a), (b), (d) and (e) this Section 4.02 have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower Loan Parties contained in Article V or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) on and as of the date of such Borrowing, Borrowing (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, ) and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSection 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (bSection 6.01(a), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request request for a Borrowing (other than a Committed Loan Notice requesting only a continuation of Loans) is subject to the following conditions precedent: (a) The the representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document required to be furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.; (b) No no Default or Event of Default shall existexist on the date of such Borrowing, or would result from such proposed Borrowing or from the application of the proceeds thereof.; (c) The Administrative Agent and, if applicableafter giving effect to such Borrowing, the Swing Line Total Revolving Outstandings shall not exceed the aggregate Commitment at such time; (d) the amount of such Borrowing shall not exceed the unused Commitment at such time (as such Commitment may be reduced pursuant to Section 2.4); and (e) the Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request request for a Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.2(a) and through (e) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Notice of Borrowing or Notice of Continuation/Conversion (other than a Notice of Continuation/Conversion requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) or to make the advance of the Term Loan is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No In the case of any Notice of Borrowing, no Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Notice of Borrowing or Notice of Continuation/Conversion in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Notice of Borrowing or Notice of Continuation/Conversion (other than a Notice of Continuation/Conversion requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (unless such representation and warranty is subject to a materiality or Material Adverse Effect qualifier in which case it will be true and correct in all respects) on and as of the date of such Borrowing, it being understood and agreed that any violation of any covenant contained in Section 7.08 shall be deemed material such that any representation with respect to compliance therewith shall be deemed material in any event, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, exist and be continuing either prior to or would result from after giving effect to such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from the Borrower, whether on the Effective Date or after the Effective Date, is subject to the following conditions precedent: (a1) The representations and warranties of the Borrower contained in Article V VI (other than in Section 6.05(c) and Section 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on correct, in all material respects, on, and as of of, the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case case, they shall be true and correct, in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), as of such earlier date, date (and except that that, for purposes of this Section 4.025.02, the representations and warranties contained in subsections (aSection 6.05(a) and (bSection 6.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSection 7.01(a) and (bSection 7.01(b), respectively, of Section 6.01). (b2) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c3) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from the Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (deach of Section 5.02(a) and (eSection 5.02(b) have been satisfied on on, and as of of, the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan DocumentDocument (provided that in the case of any initial Borrowings on the Closing Date, or which are the representations contained in any document furnished at any time under or in connection herewith or therewithSection 5.01(a), Section 5.01(b)(ii), Section 5.02(a), Section 5.12, Section 5.15 and Section 5.16 are the only representations being made on the Closing Date) shall be true and correct in all material respects on and as of the date of such Borrowing, except ; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, ; provided further that any representation and except warranty that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed true and correct (after giving effect to refer to the most recent statements furnished pursuant to clauses (aany qualification therein) and (b), respectively, of Section 6.01in all respects on such respective dates. (b) No In the case of each Borrowing after the initial Borrowings, no Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereoftherefrom. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof[Reserved.] (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing[Reserved]. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation obligations of each the Lender to honor make any Request for Borrowing is Loan whether or not after the Effective Date, shall also be subject to the following conditions precedentprecedent that on the date such Loan is made and after giving effect thereto: (a) The Each of the representations and warranties of the Borrower contained in Article V this Agreement, the Loan Documents or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, the Merger Agreement shall be true and correct on and as of the date as of such Borrowingwhich they were made and, except to the extent that such representations and warranties are specifically refer to an earlier date, made as of a particular date (in which case they such representations and warranties shall be true and correct as of such earlier date), shall also be true and correct as of the date the Loan is made, except for any failure to be true and correct which has not resulted in, and except that for purposes of this Section 4.02would not be reasonably likely to result in, the representations a Material Adverse Change, and warranties contained in subsections (a) no Default shall have occurred and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.continuing; (b) No Default Borrower shall existdeliver to the Lender a Loan Request, or would result from executed by the chief executive officer of Borrower, affirming compliance with the foregoing Section 3.2(a) as of such proposed Borrowing or from the application of the proceeds thereof.date; (c) The Administrative Agent and, if applicable, the Swing Line Lender Merger Agreement shall not have received a Request for Borrowing in accordance with the requirements hereof.been terminated; (d) The Closing (as defined in the Merger Agreement) shall not have occurred, and the failure of the Closing to have occurred shall not be attributable to the failure of the Borrower shall be to have satisfied the conditions to closing set forth in compliance with Sections 5.1(a) and 5.2 of the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing.Merger Agreement; (e) The Lender shall not have the right (whether or not exercised) to terminate the Merger Agreement under Section 7.1(b) thereof; and (f) The Borrower shall be in compliance in comply with all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowingother requirements under this Agreement.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only the conversion of Loans from one Type to another or the continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time by the Borrower to the Lender under or in connection herewith or therewithwith this Agreement, shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, 4.02(a) the representations and warranties contained in subsections (aSection 5.06(b) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowing.and

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from the Borrower, whether on the Effective Date or after the Effective Date, is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V VI (other than in Section 6.05(c) and Section 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on correct, in all material respects, on, and as of of, the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case case, they shall be true and correct, in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), as of such earlier date, date (and except that that, for purposes of this Section 4.025.02, the representations and warranties contained in subsections (aSection 6.05(a) and (bSection 6.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSection 7.01(a) and (bSection 7.01(b), respectively, of Section 6.01). (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from the Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (deach of Section 5.02(a) and (eSection 5.02(b) have been satisfied on on, and as of of, the date of the applicable Borrowing.. 147741845_5

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to satisfaction or waiver of the following conditions precedent: (a) The representations and warranties of the Borrower contained each Loan Party set forth in Article V or any 5 and in each other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing with the same effect as though made on and as of such date, except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, ; provided that any representation and except warranty that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be deemed true and correct (after giving effect to refer to the most recent statements furnished pursuant to clauses (aany qualification therein) and (b), respectively, of Section 6.01in all respects on such respective dates. (b) No Default or Event of Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereoftherefrom (except in connection with a Borrowing on the Closing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections Section 4.02(a) (and, if submitted after the Closing Date, Section 4.02(b), (b), (d) and (e) have been satisfied on and as of the date of the applicable Borrowing; provided that the only representations the accuracy of which shall be a condition to Borrowings hereunder on the Closing Date are the representations set forth in Sections 4.01(e) and (i). Notwithstanding anything in this Section 4.02 to the contrary, to the extent that the proceeds of Incremental Term Loans are to be used to finance a Permitted Acquisition or Investment permitted hereunder, the only conditions precedent to the funding of such Incremental Term Loans shall be the conditions precedent set forth in Section 2.14 and the related Incremental Amendment.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from any Borrower, whether on the Effective Date or after the Effective Date, is subject to the following conditions precedent: (a1) The representations and warranties of the such Borrower contained in Article V VI (other than in Section 6.05(c) and Section 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on correct, in all material respects, on, and as of of, the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case case, they shall be true and correct, in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), as of such earlier date, date (and except that that, for purposes of this Section 4.025.02, the representations and warranties contained in subsections (aSection 6.05(a) and (bSection 6.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSection 7.01(a) and (bSection 7.01(b), respectively, of Section 6.01). (b2) No Default or Event of Default with respect to such Borrower shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c3) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from such Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (deach of Section 5.02(a) and (eSection 5.02(b) have been satisfied on on, and as of of, the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to make any Loans hereunder or otherwise to honor any Request for Borrowing Notice (other than any Notice requesting only a conversion of Loans to another Type, or a continuation of Loans as the same Type) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan DocumentV, or which are contained in any document furnished at any time under or in connection herewith or therewithherewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier datedate , and except that for purposes of this Section 4.02, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the last day of the most recent fiscal quarter and year for which financial statements furnished pursuant to clauses (ahave been delivered in respect of the representations and warranties made in Sections 5.05(a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Notice in accordance with the requirements hereof. (d) The Borrower Administrative Agent shall be have received, in compliance with form and substance satisfactory to it, such other assurances, certificates, documents or consents related to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with foregoing as the Act both before and after giving effect to such proposed BorrowingAdministrative Agent or the Required Lenders reasonably may require. Each Request for Borrowing Notice (other than any Notice requesting only a conversion of Loans to another Type, or a continuation of Loans as the same Type) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make any Request for Borrowing Loans (including on the Closing Date) is subject to satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower Company contained in Article V 5 or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, (x) which are not qualified as to materiality shall be true and correct in all material respects and (y) which are qualified as to materiality shall be true and correct, in each case, on and as of the date of such BorrowingLoan Notice and after giving effect to such borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects, or true and correct, as the case may be, as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.11(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished prior to the Closing Date or pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, have occurred and be continuing on such date or would result from such immediately after giving effect to the proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent andNo order, if applicablejudgment or decree of any Governmental Authority shall purport to restrain any Lender from making any Loans to be made by it. No injunction or other restraining order shall have been issued, shall be pending or noticed with respect to any action, suit or proceeding seeking to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the Swing Line Lender transactions contemplated by this Agreement or the making of Loans hereunder. (d) The Agent shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a notice of conversion requesting only a conversion of Loans to the other Interest Type, or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied (or waived) on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Investment Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender Lenders, shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (e) The Borrower In the case of a Committed Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05 and subsection (b) of Section 5.06, need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (e) The Borrower In the case of a Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation obligations of each Lender to honor any Request for Borrowing is Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Loans) are subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party (i) which are contained in Article V or VI, any other Loan Document, such Loan Notice and the most recent Compliance Certificate delivered to Administrative Agent prior to the requested date for such Borrowing, or (ii) which are contained in any other document furnished at any time under or in connection herewith or therewiththerewith that specifically states therein that such representations and warranties are being made for the benefit of the Lenders and the Administrative Agent, shall be true and correct (in the case of each representation and warranty described in clause (i) or (ii) immediately preceding) in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Credit Party contained in Article V VI or any other Loan Credit Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) There shall not have occurred a Bankruptcy Event with respect to any Credit Party. (d) The Administrative Agent and, if applicable, the Swing Line Lender shall have received (i) a Request for Borrowing Loan Notice in accordance with the requirements hereof. , and (dii) The a duly completed Compliance Certificate signed by a Responsible Officer of the Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving pro forma effect to such proposed the requested Borrowing. (e) The Borrower Administrative Agent shall be have approved in compliance in all material respects accordance with the Act both before provisions of Section 7.12 hereof all Approved Properties included in the calculation of the Borrowing Base in the Compliance Certificate delivered in connection with clause (d) above and have received all applicable deliverables required pursuant to Section 7.12 in connection therewith. (f) Immediately after giving effect to the making of such proposed Borrowing, the Outstanding Amount shall not exceed the lesser of (i) the Aggregate Revolving Commitments, and (ii) the Borrowing Base. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation representation, warranty and warranty covenant that the conditions specified in Sections 4.02(a5.02(a), (b), (dc), (e) and (ef) have been or will be satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make any Request for Borrowing Revolving Loan is subject to the following conditions precedent: (ai) The representations and warranties of the Borrower Borrowers contained in Sections 5.01, 5.02, 5.03, 5.04, 5.05(c), and 5.14 are true and correct, and (ii) all other representations and warranties of the Borrowers contained in Article V or any and the other Loan DocumentDocuments, or which are contained in any document furnished at any time under or in connection herewith with a Committed Loan Notice or therewithBorrowing Base Certificate, shall be are true and correct in all material respects (or, in the case of any such other representation, warranty, certification or statement of fact qualified by materiality, Material Adverse Effect or any similar concept, incorrect or misleading in any respect), in each case on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereofSection 2.02. (d) The Borrower There shall be in compliance with no impediment, restriction, limitation or prohibition imposed under Law or by any Governmental Authority, as to the Asset Coverage Ratio both before and after giving effect proposed financing under this Agreement or the repayment thereof or as to rights created under the Guaranty or as to application of the proceeds of the realization of any such proposed Borrowingrights. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Committed Loan Notice submitted by the Borrower Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect), and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower With respect to the Term B Borrowing, the conditions set forth in Section 2.01(b) shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowinghave been satisfied. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a), (b), (d) and (ed) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.7.01. D-2216575_11.doc 38 (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing is subject to the following conditions precedent: (a) The Lenders shall not be obliged to make or allow the first Drawdown unless each of the representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be Section 10.1 is true and correct as of the date such earlier Drawdown is requested and as of the proposed Drawdown Date as though made on and as of such date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default The Lender shall exist, not be obliged to make or would result from such proposed Borrowing or from the application allow any subsequent Drawdown unless each of the proceeds thereofrepresentations and warranties of the Borrower contained in Xxxxxxx 00.0(x), (x), (x), (x), (x), (x), (x), (x), (x), (x), (x)(x) and (r) is true and correct as of the date such Drawdown is requested and as of the proposed Drawdown Date as though made on and as of each such date. (c) The Administrative Agent Lenders shall not be obliged to make or allow any Borrowing, including the first Drawdown, under any Credit Facility unless: (i) no Default or Event of Default has occurred that is continuing on the date such Borrowing is requested or on the proposed Borrowing Date, nor would any Default or Event of Default result after giving effect to the requested Borrowing; and, if applicable, (ii) each of the Swing Line Lender terms and conditions applicable to such Borrowing contained in this Agreement shall have received a Request for Borrowing in accordance with the requirements hereofbeen fully complied with. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted will, upon request by the Borrower shall be deemed Administration Agent, deliver to be the Administration Agent a representation and warranty that the conditions specified Certificate confirming those matters described in Sections 4.02(a), Section 9.2(a) or (b), (d) as applicable, and (e) have been satisfied on and as of the date of the applicable BorrowingSection 9.2(c).

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.017.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) With respect to the Term C Borrowing, the Term C Draw Conditions shall have been satisfied. (d) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a), (b), (d) and (ec) (if applicable) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except (i) for representations and warranties which are qualified by the inclusion of a materiality standard, which representations and warranties shall be true and correct in all respects, and (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. . DB1/ 113327194.13 Each Loan Notice (dother than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower Agent shall be have received, in compliance with form and substance satisfactory to it, such other assurances, certificates, documents or consents related to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with foregoing as Agent or the Act both before and after giving effect to such proposed BorrowingRequired Lenders reasonably may require. Each Request for Borrowing Committed Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation obligations of each Lender to honor any Request for Borrowing is Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Loans) are subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party (i) which are contained in Article V or 6, any other Loan Document, such Loan Notice and the most recent Compliance Certificate delivered to Administrative Agent prior to the requested date for such Borrowing, or (ii) which are contained in any other document furnished at any time under or in connection herewith or therewiththerewith that specifically states therein that such representations and warranties are being made for the benefit of the Lenders and the Administrative Agent, shall be true and correct (in the case of each representation and warranty described in clause (i) or (ii) immediately preceding) in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The aggregate outstanding principal amount of all Canadian Loans (as defined in the Multi-Year Credit Agreement) and US Loans (as defined in the Multi-Year Credit Agreement) is not less than $1,650,000,000. (d) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a), (b), (d) and (ec) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans or CDOR Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V of this Agreement or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects (except to the extent such representations and warranties are qualified by materiality, in which case, they shall be true and correct in all respects), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(v), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (except to the extent such representations and warranties are qualified by materiality, in which case, they shall be true and correct in all respects), and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.13 to the designation of such Borrower as a Designated Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowinghave been met. (e) The Borrower In the case of a Committed Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls, or any other event, in each case, which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Borrowing Request for Borrowing is subject to the following additional conditions precedent: (a) The except with respect to the Term Loan to be made on the Financial Closing Date, the Financial Closing Date shall have occurred; (b) except with respect to the Term Loan to be made on the Financial Closing Date, no Default or Event of Default has occurred and is continuing, or would result from such proposed Borrowing or from the application of the proceeds therefrom; (c) (i) in the case of the Borrowing Request for the Term Loan to be made on the Financial Closing Date, (A) the representations and warranties of the Borrower Company and PSE contained in Article V or the Merger Agreement that are material to the interests of the Lenders, but only to the extent that Puget Holdings has the right to terminate its obligations under the Merger Agreement as a result of a breach of any other Loan Documentsuch Company Representations (determined without regard to whether any notice is required to be delivered by Puget Holdings) (the “Company Representations”) and (B) the representations and warranties of the Merger Sub in Sections 5.01, or which are contained in any document furnished at any time under or in connection herewith or therewith5.02, 5.03, 5.04, 5.07(c)(i), 5.17 and 5.23 (the “Specified Representations”) shall be true and correct on and as of the date of such Borrowing, except Borrowing (or to the extent that such representations and warranties specifically refer to an earlier date, as of such earlier date); or (ii) in which the case they of each other Borrowing Request, the representations and warranties of the Borrower contained in Article V and each other Financing Document shall be true and correct in all material respects (provided that any representation and warranty that is qualified as of such earlier dateto “materiality”, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 “Material Adverse Effect” or similar language shall be deemed to refer to the most recent statements furnished pursuant to clauses true and correct (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (eany qualification therein) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (drespects) and (e) have been satisfied on and as of the date of such Borrowing (or to the extent that such representations and warranties specifically refer to an earlier date, as of such earlier date); (d) in the case of a Borrowing Request for Capital Expenditure Loans, to the extent the proceeds of such Capital Expenditure Loan are to be applied toward Additional CapEx: (A) Total Indebtedness to Total Capitalization of the Borrower, after giving effect to any such Capital Expenditure Loan, shall not exceed 70%; (B) if the proceeds of such Loan are to be applied towards Additional CapEx relating to construction, the Borrower shall have delivered to the Facility Agent (for distribution to the Lenders) (i) a budget and schedule for such construction together with a certificate from an Authorized Officer of the Borrower and a nationally recognized independent engineer certifying that, in their opinion, such budget and schedule are reasonable and (ii) a certificate from 61 Puget Holdco Credit Agreement an Authorized Officer of the Borrower certifying that it is within 17.5% of the aggregate original, certified construction budget; and (C) the Borrower shall have delivered to the Facility Agent a certificate from the Borrower certifying that it has received all material permits and licenses (including those relating to the regulatory status) necessary to construct, purchase and operate (as applicable) the asset to which the Additional CapEx is to be applied, except for such permits and licenses as are customarily obtained for the applicable Borrowing.undertaking at a later date or not obtainable prior to the date of the certificate in the ordinary course of business; (e) in the case of a Borrowing Request for Capital Expenditure Loans, if a Lock-Up Event has occurred and is continuing and/or during the occurrence of an Excess Cash Sweep Event (i) the proceeds of such Loans shall be applied toward Base Capital Expenditures, (ii) there is no Distributable Cash Balance which has not been prepaid pursuant to Section 2.03(b)(i)(G) and (iii) the Lock-Up Account has a zero balance; and

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that any representation or warranty that is expressly qualified as to materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the date of such Borrowing, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that (ii) for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (iii) for any changes in such representations and warranties that result from acts or omissions of the Borrower that do not constitute a breach of this Agreement. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request request for a Borrowing (other than on the Closing Date and other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The the representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01.; (b) No no Default or Event of Default shall exist, or would result from from, such proposed Borrowing Credit Extension or from the application of the proceeds thereof.therefrom; and (c) The the Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request request for a Borrowing in accordance with the requirements hereof. , provided that, in the case of Incremental Facilities, the conditions specified in Sections 4.02(a) and (db) The Borrower shall be limited in compliance accordance with the Asset Coverage Ratio both before and after giving effect to Section 2.14(f) if such proposed Borrowing. (e) The Borrower shall be request for a Borrowing is in compliance in all material respects connection with the Act both before and after giving effect to such proposed Borrowinga Limited Condition Transaction. Each Request request for a Borrowing (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Loan Parties contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewiththis Agreement, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent of changes resulting from matters permitted under the Loan Documents or other changes in the ordinary course of business not having a Material Adverse Effect, and except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) For any Loan Notice delivered on or after July 1, 2006, sixty percent (60%) of the rentable square footage contained or to be contained in the Terminus Project shall have been leased to parties that have signed leases containing arms-length terms reasonable in the market. (d) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (ec) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of LIBOR Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Credit Parties contained in Article V or any other Loan Document, or which are contained in any document required to be furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent that any representation or warranty that is qualified by materiality shall be true and correct in all respects) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall existexist on the date of such Borrowing, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of LIBOR Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Notice of Borrowing or Notice of Continuation/Conversion (other than a Notice of Continuation/Conversion requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) or to make the advance of the Term Loan is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.024.03, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No In the case of any Notice of Borrowing, no Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Notice of Borrowing or Notice of Continuation/Conversion in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Notice of Borrowing or Notice of Continuation/Conversion (other than a Notice of Continuation/Conversion requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the Closing Date having occurred and the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any representations and warranties of the Borrower in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct correct, in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(vi), as of the Effective Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.024.03, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (ii) the representations and warranties in subsection (c) of Section 5.05 and subsection (b) of Section 5.06, need only be true and correct on and as of the Effective Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofEffective Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing. Without limiting the generality of the provisions of Section 9.04, for purposes of determining compliance with the conditions specified in Article IV, each Lender that has signed this Agreement shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required hereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Effective Date, or Closing Date (as applicable pursuant to this Article IV), specifying its objection thereto.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request request for a Borrowing pursuant to a Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Type or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be (i) true and correct on and as of the Closing Date and (ii) true and correct in all material respects (without duplication of any materiality standard set forth in any such representation or warranty) on the date of such Borrowingany Borrowing after the Closing Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (without duplication of any materiality standard set forth in any such representation or warranty) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.017.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d5.02(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of (i) the Borrower contained in Article V or any and (ii) each Loan Party contained in each other Loan Document, Document or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be (A) in the case of representations and warranties that are qualified as to materiality, true and correct, and (B) in the case of representations and warranties that are not qualified as to materiality, true and correct in all material respects, in each case on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct or true and correct in all material respects, as the case may be, as of such earlier date, and except ; provided that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.09 shall be deemed to refer to the most recent statements Financial Statements furnished pursuant to clauses subsections (a) and (b), respectively, ) of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. . 56339040-2 56 49684497_9 Each Loan Notice (dother than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Borrowing Request for (other than (x) a repayment pursuant to Paragraphs 3(d) or 5(c) of the Agreement or (y) a Borrowing Request requesting only a conversion of Advances to the other Type, or a continuation of Eurocurrency Rate Advances) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Broker/Dealer contained in Article V or any other Loan Document, or which are contained Paragraph 24(a) of the Agreement and Section 15 and in any document furnished at any time under or in connection herewith or therewith, therewith shall be true and correct in all material respects (or, if such representation or warranty is itself modified by materiality or Material Adverse Effect, it shall be true and correct in all respects) on and as of the date of such BorrowingAdvance, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Event of Default or Event of Acceleration shall exist, or would result from such proposed Borrowing Advance or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Borrowing Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to No Funding Blockage Event has occurred or would result from such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with Advance or the Act both before and after giving effect to such proposed Borrowingapplication of the proceeds thereof. Each Borrowing Request for (other than a Borrowing Request requesting only a conversion of Advances to the other Type or a continuation of Eurocurrency Rate Advances) submitted by the Borrower Broker/Dealer shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a14(a), (b), (d) and (ed) have been satisfied on and as of the date of the applicable BorrowingAdvance.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company and each other Loan Party contained in Article V or any and each other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, Document shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.11(a) and (bc) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Credit Extension in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurodollar Rate Committed Loans) submitted by the Borrower Company (on behalf of itself or any Borrowing Subsidiary) shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Interest Rate Type, or a continuation of Fixed Period Eurodollar Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or and any other Loan Document, or and which are contained in any document furnished at any time under or in connection herewith or therewith, shall shall, after taking into account any materiality or other qualification contained therein, be true and correct on and as of the date of such Borrowing, except that, to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that that, for purposes of this Section 4.024.03, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01. (b) No Default or Event of Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Except in the case of Loans made on the Closing Date, the Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request current Borrowing Base Report dated within three (3) Business Days prior to the drawdown date of such Loan or such more recent Borrowing Base Report as the Administrative Agent or any Lender shall reasonably request; provided, that, with respect to any Specified Financial Asset, in the event the Borrowers have not received an updated Value for such Specified Financial Asset from the Valuation Agents at least one (1) Business Day prior to the date such current Borrowing Base Report is required to be delivered in accordance with this clause (c), then such current Borrowing Base Report may include and be based on the Value most recently received from the Valuation Agents for such Specified Financial Asset. (d) In the event that an asset to be purchased with the proceeds of a Borrowing made on the date of the Borrowing is to be included in the Collateral as of the date of the Borrowing, the Administrative Agent shall have received evidence reasonably satisfactory to it that the conditions referred to in clause(a) or clause (b) , as applicable, of Section 2.01 have been satisfied. (e) The Administrative Agent shall have received a Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Interest Rate Type, or a continuation of Fixed Period Eurodollar Loans) submitted by the Borrower Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (e4.03(b) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing from any Borrower, whether on the Effective Date or after the Effective Date, is subject to the following conditions precedent: (a) The representations and warranties of the such Borrower contained in Article V VI (other than in Section 6.05(c) and Section 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on correct, in all material respects, on, and as of of, the date of such BorrowingBorrowing (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case case, they shall be true and correct, in all material respects (other than any representation and warranty that is expressly qualified by materiality, in which case, such representation and warranty shall be true and correct in all respects), as of such earlier date, date (and except that that, for purposes of this Section 4.025.02, the representations and warranties contained in subsections (aSection 6.05(a) and (bSection 6.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSection 7.01(a) and (bSection 7.01(b), respectively, of Section 6.01). (b) No Default or Event of Default with respect to such Borrower shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing from such Borrower in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the any Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (deach of Section 5.02(a) and (eSection 5.02(b) have been satisfied on on, and as of of, the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The Subject to Section 1.07, the obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Company contained in Article V or any representations and warranties of the Company in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (b) of Section 5.06 and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to another Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the occurrence of the Availability Date and the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article ARTICLE V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent provided that (x) if such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; and (y) any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates, and provided further moreover that except that for purposes of this Section 4.024.03, the representations and warranties contained in subsections (a5.05(a) and (b5.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (asubsections 6.01(a) and (b6.01(b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Credit Extension in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d4.03(a) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than the initial funding on the Closing Date, a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The All representations and warranties of the Borrower contained in Article V or any other Loan Document, or which are (except for the representations and warranties contained in any document furnished at any time under or in connection herewith or therewith, Sections 5.04(c) and 5.05 hereof) that are qualified by materiality shall be true and correct on and as of the date of such Borrowing, and all representations and warranties of the Borrower contained in Article V (except for the representations and warranties contained in Sections 5.04(c) and 5.05 hereof) that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except, in each case, to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than (i) a Loan Notice requesting only a conversion of Loans to the other Type, or (ii) a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (except, in the case of any Borrowing after the Closing Date, the representations and warranties in Sections 5.04(c) and 5.05) or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that (i) if a representation and warranty is qualified by materiality or material adverse effect it shall be true and correct in all respects and (ii) the representation and warranty made in Section 5.12(a) shall be true and correct in all respects), in each case on and as of the date of such BorrowingBorrowing (or, except to the extent that if such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date), and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, exist or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing Loan Notice (other than (i) a Loan Notice requesting only a conversion of Loans to the other Type, or (ii) a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of LIBOR Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such the proposed Borrowing, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, (ii) any representation or warranty that is already by its terms qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and except that correct in all respects as of such date after giving effect to such qualification and (iii) for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01.; (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to Any such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with Borrowing does not exceed the Act both before and after giving effect to unused portion of the Commitments at such proposed Borrowingtime. Each Request for Borrowing Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of LIBOR Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender Lenders, shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowingsatisfaction of the Administrative Agent. (e) The Borrower In the case of a Committed Borrowing to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent or the Required Lenders (in the case of any Loans to be denominated in compliance an Alternative Currency) would make it impracticable for such Borrowing to be denominated in all material respects with the Act both before and after giving effect to such proposed Borrowingrelevant Alternative Currency. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.

CONDITIONS TO ALL BORROWINGS. The obligation of each the Lender to honor any Request request for a Borrowing under Article II is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article II, Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall (i) with respect to representations and warranties that contain a materiality qualification, be true and correct on and as of the date of such Borrowing, except Borrowing and (ii) with respect to the extent that such representations and warranties specifically refer to an earlier datethat do not contain a materiality qualification, in which case they shall be true and correct in all material respects on and as of the date of such earlier dateBorrowing, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (aSections 5.05(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 6.01(a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower If such request for a Borrowing is a request for a Receivables Secured Revolving Loan, as of the date of such Borrowing and prior to the Lender honoring any such request, the Securities Secured Revolving Facility shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowingfully utilized. Each Request for Borrowing Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The the representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Borrowing, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, (ii) any representation or warranty that is already by its terms qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and except correct in all respects as of such applicable date (including such earlier date set forth in the foregoing clause (i)) after giving effect to such qualification and (iii) that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01.; (b) No as of the date of such Borrowing, no Default shall then exist, or would result from such proposed Borrowing or from the application of the proceeds thereof.; (c) The after giving effect to the proposed Borrowing of Term Loans, the Outstanding Amount will not exceed the Facility Amount at such time; (d) the Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing.; and (e) The Borrower the Administrative Agent shall be have received a duly completed compliance certificate signed by the chief financial officer of the Parent, giving pro forma effect to the transactions to occur on the date of such Borrowing (including, without limitation, all proposed Borrowings to occur on such Date) and including in reasonable detail the calculations required to establish compliance in all material respects with the Act both before covenants set forth in Sections 7.03 and after giving effect 7.09 (whether or not such covenants are required to be tested pursuant to such proposed Borrowingsections). Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (ec) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.11 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender Lender, shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) have been satisfied on and as met to the satisfaction of the date of the applicable BorrowingAdministrative Agent.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor make a Loan on the occasion of any Request for Borrowing is subject to the satisfaction of the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (other than the representations and warranties contained in Sections 5.05(c), 5.06(b) and 5.12 for all Borrowings other than any Borrowing occurring on the Closing Date) or any other Loan Document, or which Document that are contained in any document furnished at any time under or in connection herewith or therewith, qualified by materiality shall be true and correct on and as of the date of such Borrowing, and the representations and warranties that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier datedate (provided, that such materiality qualifier shall not be applicable to any representation or warranty that already is qualified or modified by materiality in the text thereof), and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to shall, after the most recent first delivery of financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, be deemed to refer to the most recent financial statements so delivered. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Committed Loan Notice in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Committed Loan Notice in respect of a Borrowing submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (e) this Section 4.02 have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05 and subsection (b) of Section 5.06, need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.13 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with satisfaction of the Act both before and after giving effect to such proposed BorrowingAdministrative Agent. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Committed Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Article V (other than, in the case of a Commercial Paper Borrowing, Section 5.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01. (b) No Default shall exist, or would result from such proposed Borrowing or from the application of the proceeds thereofBorrowing. (c) The Administrative Agent Agent, and, if applicable, the Swing Line Lender Lender, shall have received a Request for Borrowing in accordance with the requirements hereof. (d) The Borrower shall be in compliance with the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with the Act both before and after giving effect to such proposed Borrowing. Each Request for Borrowing (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurodollar Rate Committed Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (ec) have been satisfied on and as of the date of the applicable Borrowing.

CONDITIONS TO ALL BORROWINGS. The obligation of each Lender to honor any Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower Borrowers contained in Article V or any representations and warranties of any Loan Party in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof), on and as of the date of such BorrowingBorrowing (or, for the purposes of Section 4.01(a)(vi), as of the Closing Date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that such materiality qualifier shall not apply to the extent that any such representation or warranty is already qualified or modified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, (i) the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.01 and (ii) the representations and warranties in subsection (c) of Section 5.05, subsection (b) of Section 5.06, and Section 5.10 need only be true and correct on and as of the Closing Date. (b) No Default shall exist, or would result from such proposed Borrowing or (or, for the purposes of Section 4.01(a)(vi), from the application occurrence of the proceeds thereofClosing Date). (c) The Administrative Agent and, if applicable, the Swing Line Lender shall have received a Request for Borrowing Loan Notice in accordance with the requirements hereof. (d) The If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.15 to the designation of such Borrower as a Designated Borrower shall be in compliance with have been met to the Asset Coverage Ratio both before and after giving effect to such proposed Borrowing. (e) The Borrower shall be in compliance in all material respects with satisfaction of the Act both before and after giving effect to such proposed BorrowingAdministrative Agent. Each Request for Borrowing Loan Notice (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower Company shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a), (b), (d) and (eb) have been satisfied on and as of the date of the applicable BorrowingBorrowing or as of such earlier date, as applicable.