Common use of Conditions to All Credit Extensions after the Closing Date Clause in Contracts

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise or a continuation of Term SOFR Loans or EURIBOR Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments and (iii) to the extent that such representations and warranties contain a materiality qualification, such representations and warranties shall be accurate in all respects; provided that, if the Borrower has made an LCT Election in the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transaction, the truth and accuracy of such representations and warranties shall be limited to customary “specified representations”.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise Type, or a continuation of Term SOFR Eurodollar Rate Loans or EURIBOR Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the each Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments and (iii) to the extent that such representations and warranties contain a materiality qualification, such representations and warranties shall be accurate in all respects; provided that. (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if the Borrower has made an LCT Election in the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transactionapplicable, the truth and accuracy of such representations and warranties L/C Issuer or the Swing Line Lender shall be limited to customary “specified representations”have received a Request for Credit Extension in accordance with the requirements hereof.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise Type, or a continuation of Term SOFR Loans or EURIBOR Eurodollar Rate Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the each Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments and (iii) to the extent that such representations and warranties contain a materiality qualification, such representations and warranties shall be accurate in all respects; provided that. (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if the Borrower has made an LCT Election in the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transactionapplicable, the truth and accuracy L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice requesting only a conversion of such representations and warranties Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by any Borrower shall be limited deemed to customary “be a representation and warranty that the conditions specified representations”in Section 4.02(a) and Section 4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise Type, or a continuation of Term SOFR Loans or EURIBOR Eurodollar Rate Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the each Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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, date and (ii) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments adjustments. (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) After giving effect to any Credit Extension, the aggregate outstanding principal amount of the Revolving Credit Loans shall not exceed the lesser of the Borrowing Base and the Revolving Credit Commitments, in each case, less the then outstanding principal amount of the Swing Line Loan and all L/C Outstandings. Each Request for Credit Extension (iiiother than (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice requesting only a conversion of Loans to the extent that such representations and warranties contain other Type or a materiality qualification, such representations and warranties continuation of Eurodollar Rate Loans) submitted by any Borrower shall be accurate deemed to be a representation and warranty that the conditions specified in all respects; provided thatSection 4.02(a), if Section 4.02(b) and Section 4.02(d), have been satisfied on and as of the Borrower has made an LCT Election in date of the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transaction, the truth and accuracy of such representations and warranties shall be limited to customary “specified representations”applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise Type, or a continuation of Term SOFR Loans or EURIBOR Eurodollar Rate Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the each Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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, date and (ii) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments and adjustments. (iiib) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice requesting only a conversion of Loans to the extent that such representations and warranties contain other Type or a materiality qualification, such representations and warranties continuation of Eurodollar Rate Loans) submitted by any Borrower shall be accurate deemed to be a representation and warranty that the conditions specified in all respects; provided that, if Section 4.02(a) and Section 4.02(b) have been satisfied on and as of the Borrower has made an LCT Election in date of the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transaction, the truth and accuracy of such representations and warranties shall be limited to customary “specified representations”applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than in connection with (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type Type, or otherwise or a continuation of Term Eurodollar RateTerm SOFR Loans or EURIBOR Loans) is subject to satisfaction (or waiver) of the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, 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) that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case of the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (ii), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments and (iii) to the extent that such representations and warranties contain a materiality qualification, such representations and warranties shall be accurate in all respects; provided that, if the Borrower has made an LCT Election in the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transaction, the truth and accuracy of such representations and warranties shall be limited to customary “specified representations”. (b) No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom; provided that if the Borrower has made an LCT Election in the case of any Borrowing of any Additional Term Loans incurred to finance a Limited Condition Transaction, the condition shall be (i) no Default or Event of Default exists, or would result from such Proposed Credit Extension or from the application of the proceeds therefrom, as of the LCT Test Date and (ii) no Specified Event of Default exists immediately before or would exist immediately after proposed Credit Extension and the consummation of the applicable Limited Condition Transaction AMERICAS/2023410772.1 2023410772.9 133 Credit Agreement (c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than (i) a Credit Extension to be made on the Closing Date, or (ii) a Committed Loan Notice or other notice requesting only a conversion of Loans to the other Type or otherwise, or a continuation of Eurodollar RateTerm SOFR Loans or EURIBOR Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Section 4.02(a) and Section 4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.