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

Conditions to All Credit Extensions after the Original Closing Date. The obligation of each Lender to honor any Request for Credit Extension after the initial Request for Credit Extension on the Original Closing Date (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans and other than a Request for Credit Extension for an Incremental Facility which shall be governed by Section 2.14(d)) is subject to the following conditions precedent: (i) The representations and warranties of each Loan Party set forth in Article V and in each other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension with the same effect as though made on and as of such date, except to the extent such representations and warranties 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, further, that, 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. (ii) No Default shall exist or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (iii) The Administrative Agent and, if applicable, the relevant L/C Issuer or the relevant Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (iv) In the case of any incurrence of a Revolving Credit Loan or a Swing Line Loan or the issuance, amendment, renewal or extension of any Letter of Credit, as the case may be (other than (1) any Borrowing of Revolving Credit Loans to reimburse an Unreimbursed Amount or (2) any Credit Extension, if after giving effect (on a Pro Forma Basis) to such Credit Extension, the aggregate Revolving Credit Exposure of all Revolving Credit Lenders (excluding Revolving Credit Exposure attributable to Letters of Credit, the Outstanding Amount of the L/C Obligations with respect thereto have been Cash Collateralized) does not exceed 15% of the Revolving Credit Commitments of all Revolving Credit Lenders), the Consolidated First Lien Net Leverage Ratio for the most recently ended Test Period, calculated without giving effect to such Credit Extension, shall be less than or equal to the ratio set forth in the table contained in Section 7.11 for the last quarter of such Test Period (without giving effect to any Cure Amount until such Cure Amount is actually received by the Borrower). Each Request for Credit Extension (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 Original Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(i), (ii) and (iv) (or, in the case of a Request for Credit Extension for an Incremental Facility, the conditions specified in Section 2.14(d)) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Original Closing Date. The obligation of each Lender to honor any Request for Credit Extension after the initial Request for Credit Extension on the Original Closing Date (other than pursuant to a Committed Loan Notice requesting only a conversion Conversion/Continuation Notice) (including the making of Term A Loans to be made on the other Type, or a continuation of Eurocurrency Rate Loans and other than a Request for Credit Extension for an Incremental Facility which shall be governed by Section 2.14(d)Third Restatement Date) is subject to the following conditions precedent: (ia) The representations and warranties of each Loan Party set forth in Article V Borrower and in each other Loan Party contained in Article 5 or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, that are qualified by materiality shall be true and correct on and as of the date of such Credit Extension, and each of the representations and warranties of each Borrower and each other Loan Party contained in any other Loan Document or in any document furnished at any time under or in connection herewith or therewith that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Credit Extension with the same effect as though made on and as of such dateExtension, except in each case to the extent that such representations and warranties expressly relate 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, furtherand except that for purposes of this Section 4.03, that, any representation the representations and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language warranties contained in paragraph (a) of Section 5.05 shall be true deemed to refer to the most recent statements furnished pursuant to paragraph (a) and correct (after giving effect to any qualification therein) in all respects on such respective datesb), respectively, of Section 6.01. (iib) No Default shall exist exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (iiic) The Administrative Agent and, if applicable, the relevant L/C Issuer or the relevant Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (ivd) In the case of any incurrence of a Revolving Credit Loan or a Swing Line Loan or the issuance, amendment, renewal or extension of any Letter of Credit, as the case may be (other than (1) After giving effect to any Borrowing of Revolving Credit Loans to reimburse an Unreimbursed Amount made on or (2) any Credit Extension, if after giving effect (on a Pro Forma Basis) to such Credit Extensionthe Third Amendment Effective Date, the aggregate Revolving Credit Exposure amount of all Revolving Credit Lenders (excluding Revolving Credit Exposure attributable to Letters of Credit, the Outstanding Amount cash and Cash Equivalents of the L/C Obligations with respect thereto have been Cash Collateralized) does Loan Parties shall not exceed 15% be in excess of the Revolving Credit Commitments of all Revolving Credit Lenders), the Consolidated First Lien Net Leverage Ratio for the most recently ended Test Period, calculated without giving effect to such Credit Extension, shall be less than or equal to the ratio set forth in the table contained in Section 7.11 for the last quarter of such Test Period (without giving effect to any Cure Amount until such Cure Amount is actually received by the Borrower)$100,000,000. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansConversion/Continuation Notice) submitted by the any Borrower after the Original Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(i), (ii4.03(a) and (iv) (or, in the case of a Request for Credit Extension for an Incremental Facility, the conditions specified in Section 2.14(d)b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Original Closing Date. The obligation of each Lender to honor any Request for Credit Extension after the initial Request for Credit Extension on the Original Closing Date (other than pursuant to a Committed Loan Notice requesting only a conversion Conversion/Continuation Notice) (including the making of Term A Loans to on the other Type, or a continuation of Eurocurrency Rate Loans and other than a Request for Credit Extension for an Incremental Facility which shall be governed by Section 2.14(d)Restatement Date) is subject to the following conditions precedent: (ia) The representations and warranties of each Loan Party set forth in Article V Borrower and in each other Loan Party contained in ARTICLE 5 or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, that are qualified by materiality shall be true and correct on and as of the date of such Credit Extension, and each of the representations and warranties of each Borrower and each other Loan Party contained in any other Loan Document or in any document furnished at any time under or in connection herewith or therewith that are not qualified by materiality shall be true and correct in all material respects on and as of the date of such Credit Extension with the same effect as though made on and as of such dateExtension, except in each case to the extent that such representations and warranties expressly relate 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, furtherand except that for purposes of this Section 4.03, that, any representation the representations and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language warranties contained in paragraph (a) of Section 5.05 shall be true deemed to refer to the most recent statements furnished pursuant to paragraph (a) and correct (after giving effect to any qualification therein) in all respects on such respective datesb), respectively, of Section 6.01. (iib) No Default shall exist exist, or would result from such proposed Credit Extension or from the application of the proceeds therefromthereof. (iiic) The Administrative Agent and, if applicable, the relevant L/C Issuer or the relevant Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (iv) In the case of any incurrence of a Revolving Credit Loan or a Swing Line Loan or the issuance, amendment, renewal or extension of any Letter of Credit, as the case may be (other than (1) any Borrowing of Revolving Credit Loans to reimburse an Unreimbursed Amount or (2) any Credit Extension, if after giving effect (on a Pro Forma Basis) to such Credit Extension, the aggregate Revolving Credit Exposure of all Revolving Credit Lenders (excluding Revolving Credit Exposure attributable to Letters of Credit, the Outstanding Amount of the L/C Obligations with respect thereto have been Cash Collateralized) does not exceed 15% of the Revolving Credit Commitments of all Revolving Credit Lenders), the Consolidated First Lien Net Leverage Ratio for the most recently ended Test Period, calculated without giving effect to such Credit Extension, shall be less than or equal to the ratio set forth in the table contained in Section 7.11 for the last quarter of such Test Period (without giving effect to any Cure Amount until such Cure Amount is actually received by the Borrower). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansConversion/Continuation Notice) submitted by the any Borrower after the Original Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(i), (ii4.03(a) and (iv) (or, in the case of a Request for Credit Extension for an Incremental Facility, the conditions specified in Section 2.14(d)b) have been satisfied on and as of the date of the applicable Credit Extension.