Common use of Conditions to Effectiveness of Extensions Clause in Contracts

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) of Section 6.01, (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statements. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.017.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans the outstanding Obligations owing to the Non-Extending Lenders on such date in full (and pay any additional amounts required pursuant to Section 3.05) and shall make such other payments to the other Lenders to the extent necessary to keep outstanding Committed Loans and other appropriate Obligations ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.017.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the each Borrower shall prepay any Committed Loans such Borrower’s outstanding Obligations owing to the Non-Extending Lenders on such date in full (and pay any additional amounts required pursuant to Section 3.05) and shall make such other payments to the other Lenders to the extent necessary to keep outstanding Committed Loans and other appropriate Obligations ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.16, the representations and warranties contained in Section 5.04 5.01(m) shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date Event of the most recently delivered financial statementsDefault exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party the Company dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Company (i) certifying and attaching the resolutions adopted by such Loan Party the Company approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) clause 6.01 of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Existing Maturity Date of each applicable to any Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Effective Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) on and as of the Existing Maturity applicable Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) as of such earlier date, and except that for purposes of this Section 2.152.18, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extensioneach Maturity Date Extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) Notice Date, signed by a Responsible Officer of such Loan Party the Borrower, (i) certifying and attaching the resolutions adopted by such Loan Party Crosstex GP on behalf of the Borrower approving or consenting to such extension Maturity Date Extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extensionMaturity Date Extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (except to the extent such representations and warranties are already qualified as to materiality, in which case such representations and warranties shall be accurate and complete in all respects) on and as of the Existing Maturity Notice Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (except to the extent such representations and warranties are already qualified as to materiality, in which case such representations and warranties shall be accurate and complete in all respects) as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of the Commitment of each Non-Extending Lender, the Borrower shall prepay repay any Committed Loans of any Non-Extending Lender outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date).

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date First Anniversary (in sufficient copies for each Extending Lender Bank and each Additional Commitment LenderBank) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerBorrower and the Parent, certifying that, before and after giving effect to such extension, extension (A) the representations and warranties contained in Article V VII and the other Loan Documents are true and correct on and as of the Existing Maturity DateFirst Anniversary, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.8, the representations and warranties contained in Section 5.04 7.4 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) of Section 6.018.1, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Commitment Termination Date of each Non-Extending LenderBank, the Borrower shall prepay all Committed Loans owing to such Non-Extending Banks outstanding on such date, and further prepay any Committed Loans then outstanding on such date (and with each prepayment referred in this sentence pay any additional amounts required pursuant to Section 3.056.4) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages pro rata shares of the respective Lenders Banks effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity DateAnniversary Date in such Loan Year, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementstherefrom. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Borrower (i) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clause (a) and (b) of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Existing Maturity Date of each Non-Extending applicable to any Non‑Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Fifth Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Fifth Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Lead Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date Event of the most recently delivered financial statementsDefault exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Anixter shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Notification Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerAnixter, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Notification Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.20, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.07 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Scheduled Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity applicable Anniversary Date (in sufficient copies for each Extending extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V III and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity such Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier datedate (other than any such representation and warranty that is already qualified by materiality or “Material Adverse Effect” in the text thereof, in which case such representation and warranty shall be true and correct in all respects), and except that for purposes of this Section 2.152.22, the representations and warranties contained in subsections (a) and (c) of Section 5.04 3.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.015.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.052.16) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.18, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Effective Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) on and as of the Existing Maturity applicable Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) as of such earlier date, and except that for purposes of this Section 2.152.18, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.. (g)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Lead Borrower dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Lead Borrower (i) certifying and attaching the resolutions adopted by such Loan Party the Lead Borrower approving or consenting to such extension and (ii) in the case of the Lead Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) of Section 6.01, (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date Event of the most recently delivered financial statementsDefault exists. In addition, on the Existing Maturity Date of each applicable to any Non-Extending Lender, the Lead Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05hereunder) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Borrower (i) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Existing Maturity Date of each applicable to any Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.17, the representations and warranties contained in Section 5.04 5.01(m) shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date Event of the most recently delivered financial statementsDefault exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Revolving Percentages of the respective Revolving Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Borrower (i) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity applicable Anniversary Date (in sufficient copies for each Extending extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V III and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity such Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier datedate (other than any such representation and warranty that is already qualified by materiality or “Material Adverse Effect” in the text thereof, in which case such representation and warranty shall be true and correct in all respects), and except that for purposes of this Section 2.152.22, the representations and warranties contained in subsections (a) and (c) of Section 5.04 3.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.015.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.052.16) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Existing Revolving Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Revolving Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.17, the representations and warranties contained in Section 5.04 5.01(m) shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date Event of the most recently delivered financial statementsDefault exists. In addition, on the Revolving Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Revolving Percentages of the respective Revolving Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower BorrowerCompany shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity DateAnniversary Date in such Loan Year, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementstherefrom. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower BorrowerBorrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party the Company dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Company (i) certifying and attaching the resolutions adopted by such Loan Party the Company approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clause (a) and (b) of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Existing Maturity Date of each applicable to any Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of on or prior to the Existing Maturity applicable Extension Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, extension (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Datedate of such certificate, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Revolving Credit Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Event of Default exists or would result exists, including for the avoidance of doubt, an Event of Default arising from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsBorrower’s failure to be in compliance with Section 7.04(b). In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Credit Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Credit Party (i) certifying and attaching the resolutions adopted by such Loan Credit Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V 6 and the other Loan Credit Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.152.09, the representations and warranties contained in Section 5.04 6.07 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) of Section 6.017.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Commitment of such Lender shall prepay terminate, any Committed Loans outstanding on accrued Obligations of such date (Lender shall be prepaid and pay any additional amounts required pursuant to Section 3.05) to each Extending Lender’s and Additional Commitment Lender’s Applicable Percentage of the extent Total Outstandings shall be automatically adjusted as necessary to keep outstanding Committed Loans the Total Outstandings ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.13, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, Event of Default has occurred and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsis continuing. In addition, on the applicable Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Existing Maturity Date date of such extension (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Datedate of such extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.017.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the each Borrower shall prepay any Committed Loans such Borrower’s outstanding Obligations owing to the Non-Extending Lenders on such date in full (and pay any additional amounts required pursuant to Section 3.05) and shall make such other payments to the other Lenders to the extent necessary to keep outstanding Committed Loans and other appropriate Obligations ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Any amendment hereto for an extension shall deliver be in form and substance reasonably satisfactory to the Administrative Agent a certificate of each Loan Party dated as and the Borrower and shall only require the written signatures of the Existing Maturity Date (in sufficient copies for Administrative Agent, the Borrower, each Extending Lender and each Additional Commitment LenderLender (if any) signed (subject to the provisions of clause (g) below). Each extension of the Maturity Date under this Section shall not be effective with respect to any Lender unless (A) the extension has been duly authorized by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted all necessary corporate or other organizational action by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (AB) the representations and warranties contained in Article V III and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Datedate of such extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) of Section 6.01, (BC) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since on the date of the most recently delivered financial statementssuch extension. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.052.15) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Event of 25516427 -48- Default exists or would result exists, including for the avoidance of doubt, an Event of Default arising from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsBorrower’s failure to be in compliance with Section 7.04(b). In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity DateAnniversary Date in such Loan Year, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.14, the representations and warranties contained in clauses (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementstherefrom. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Current Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party the Borrower (i) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (except to the extent that any representation and warranty is otherwise qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) on and as of the Existing Maturity Current Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay (which prepayment may, Credit Agreement notwithstanding any pro rata borrowing requirements set forth in this Agreement, be effected through a Committed Borrowing funded by the Lenders other than the Non-Extending Lenders) any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension and (ii) in the case of the BorrowerCompany, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Existing Maturity DateDate and after giving effect to any such extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.152.16, the representations and warranties contained in subsections (a) and (b) of Section 5.04 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b) ), respectively, of Section 6.01, and (B) no Default exists or would result from such extension, and (C) there has not occurred a material adverse change since the date of the most recently delivered financial statementsexists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.