Common use of Conditions to All Loans and Advances Clause in Contracts

Conditions to All Loans and Advances. The obligation of the Lenders to make any Loan hereunder (including any Loans made on the Amendment Effective Date, but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans or to fund Reimbursement Obligations) and the obligation of the Issuing Bank to issue any Letters of Credit are subject to the continued validity of all Loan Documents and the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) Each of the representations and warranties made by the Borrower contained in ARTICLE IV shall be true and correct on and as of such Borrowing Date with the same effect as if made on and as of the Borrowing Date, except to the extent the facts upon which such representation and warranty are based may be changed as a result of transactions or occurrences permitted or contemplated hereby or such representation or warranty relates solely to a prior date; (b) No Default or Event of Default shall have occurred on the Borrowing Date or after giving effect to the Loans to be made or Letters of Credit to be issued on such Borrowing Date; and (c) Since the date of the most recent audited consolidated financial statements of the Borrower, to the knowledge of the Borrower, there shall not have occurred any Material Adverse Change or a Material Adverse Effect, other than as specifically contemplated by this Agreement.

Conditions to All Loans and Advances. The obligation of the Lenders to make any Loan hereunder (including any Loans made on the Amendment Effective Date, but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans or to fund Reimbursement Obligations) and the obligation of the Issuing Bank Lender to issue any Letters of Credit are subject to the continued validity of all Loan Documents and the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) Each of the representations and warranties made by the Borrower contained in ARTICLE IV shall be true and correct on and as of such Borrowing Date with the same effect as if made on and as of the Borrowing Date, except to the extent the facts upon which such representation and warranty are based may be changed as a result of transactions or occurrences permitted or contemplated hereby or such representation or warranty relates solely to a prior date; (b) No Default or Event of Default shall have occurred on the Borrowing Date or after giving effect to the Loans to be made or Letters of Credit to be issued on such Borrowing Date; and (c) Since the date of the most recent audited consolidated financial statements of the Borrower, to the knowledge of the Borrower, there shall not have occurred any Material Adverse Change or a Material Adverse Effect, other than as specifically contemplated by this Agreement.

Conditions to All Loans and Advances. The obligation of the Lenders to make any Loan hereunder (including any Loans made on the Amendment Effective Closing Date, but excluding Revolving Loans made for the purpose of repaying Refunded Swingline Loans or to fund Reimbursement Obligations) and the obligation of the Issuing Bank to issue any Letters of Credit are subject to the continued validity of all Loan Documents and the satisfaction of the following conditions precedent on the relevant Borrowing Date: (a) Each of the representations and warranties made by the Borrower contained in ARTICLE IV shall be true and correct on and as of such Borrowing Date with the same effect as if made on and as of the Borrowing Date, except to the extent the facts upon which such representation and warranty are based may be changed as a result of transactions or occurrences permitted or contemplated hereby or such representation or warranty relates solely to a prior date; (b) No Default or Event of Default shall have occurred on the Borrowing Date or after giving effect to the Loans to be made or Letters of Credit to be issued on such Borrowing Date; and (c) Since the date of the most recent audited consolidated financial statements of the BorrowerBorrower and each Guarantor, to the knowledge of the Borrower, there shall not have occurred any Material Adverse Change or a Material Adverse Effect, other than as specifically contemplated by this Agreement, the Investment Agreement and the Principal Merger Transaction.