Common use of Confirmation by Borrower of Obligations and Specified Default Clause in Contracts

Confirmation by Borrower of Obligations and Specified Default. (a) Borrower and each other Loan Party acknowledges and agrees that as of September 26, 2008, the aggregate principal balance of the outstanding Obligations under the Credit Agreement is at least $279,930,667.44, and that the respective principal balances of the various Loans as of such date were not less than the following: New Money Loans $80,300,000.00 Rollover Loans $199,630,667.14 The foregoing amounts do not include interest, fees, expenses and other amounts which are chargeable or otherwise reimbursable under the Credit Agreement and the other Loan Documents. All of the Obligations, including those set forth above, are valid and outstanding, and none of Borrower and the other Loan Parties have any rights of offset, defenses, claims or counterclaims with respect to any of the Obligations. (b) Borrower and each other Loan Party acknowledges and agrees that the Specified Default constitutes a material Event of Default that has occurred and is continuing as of the date hereof or is expected to occur and continue during the Forbearance Period, as the case may be. Prior to the effectiveness of this Agreement, the existence of the Specified Default (i) relieved or upon its occurrence would relieve the Lenders from any obligation to provide any financial accommodations under the Credit Agreement or other Loan Documents and (ii) permitted or upon its occurrence would permit the Lenders to, among other things, (A) suspend or terminate any commitment to provide Loans or make other extensions of credit under any or all of the Credit Agreement and the other Loan Documents, (B) accelerate all or any portion of the New Money Loans, (C) charge the default interest rate applicable pursuant to Section 2.07 of the Credit Agreement with respect to the New Money Loans, (D) commence any legal or other action to collect any or all of the Obligations from Borrower, any other Loan Party and/or any Collateral or any other property as to which any other Person granted the Lenders a security interest therein as security for the Obligations or any guaranty thereof (collectively, the “Other Collateral”), (E) foreclose or otherwise realize on any or all of the Collateral and Other Collateral, and/or appropriate, set-off and apply to the payment of any or all of the Obligations, any or all of the Collateral and Other Collateral, and/or (F) take any other enforcement action or otherwise exercise any or all rights and remedies provided for by any or all of the Credit Agreement, the other Loan Documents or applicable law.

Confirmation by Borrower of Obligations and Specified Default. (a) Borrower and each other Loan Party acknowledges and agrees that as of September 26November 21, 2008, the aggregate principal balance of the outstanding Obligations under the Credit Agreement is at least $279,930,667.44279,580,667.44, and that the respective principal balances of the various Loans as of such date were not less than the following: New Money Loans $80,300,000.00 $ 79,950,000.00 Rollover Loans $199,630,667.14 199,630,667.44 The foregoing amounts do not include interest, feesfees (including the fee Borrower is required to pay pursuant to Section 13(b) of this Agreement upon execution of this Agreement), expenses and other amounts which are chargeable or otherwise reimbursable under the Credit Agreement and the other Loan Documents. All of the Obligations, including those set forth above, are valid and outstanding, and none of Borrower and the other Loan Parties have has any rights of offset, defenses, claims or counterclaims with respect to any of the ObligationsObligations or in respect of or against any of the Loan Parties. (b) Borrower and each other Loan Party acknowledges and agrees that the Specified Default constitutes a material Event of Default that has occurred and is continuing as of the date hereof or is expected to occur and continue during the Forbearance Period, as the case may behereof. Prior to the effectiveness of this Agreement, the existence of the Specified Default (i) relieved or upon its occurrence would relieve the Lenders from any obligation to provide any financial accommodations under the Credit Agreement or other Loan Documents and (ii) permitted or upon its occurrence would permit the Lenders to, among other things, (A) suspend or terminate any commitment to provide Loans or make other extensions of credit under any or all of the Credit Agreement and the other Loan Documents, (B) accelerate all or any portion of the New Money Loans, (C) charge the default interest rate applicable pursuant to Section 2.07 of the Credit Agreement with respect to the New Money Loans, (D) if necessary, commence any legal or other action to collect any or all of the Obligations from Borrower, any other Loan Party and/or any Collateral or any other property as to which any other Person granted the Lenders a security interest therein as security for the Obligations or any guaranty thereof (collectively, the “Other Collateral”), (E) foreclose or otherwise realize on any or all of the Collateral and Other Collateral, and/or appropriate, set-off and apply to the payment of any or all of the Obligations, any or all of the Collateral and Other Collateral, and/or (F) take any other enforcement action or otherwise exercise any or all rights and remedies provided for by any or all of the Credit Agreement, the other Loan Documents or applicable law, and/or (G) exercise any other and further right provided for in the Final Order.

Confirmation by Borrower of Obligations and Specified Default. (a) Borrower and each other Each Loan Party acknowledges and agrees that as of September 26October 24, 2008, 2020 the aggregate principal balance of the outstanding Obligations Total Outstandings under the Credit Agreement is at least $279,930,667.44609,170,598, and that the respective principal balances of the various Loans and the L/C Obligations as of such date were not less than the following: New Money Loans $80,300,000.00 Rollover Loans $199,630,667.14 (excluding L/C Obligations) $ 365,456,759 L/C Obligations $ 243,713,839 The foregoing amounts do not include interest, fees, expenses and other amounts which that are chargeable or otherwise reimbursable under the Credit Agreement and the other Loan Documents. All of the Obligations, including those set forth above, are valid and outstanding, and none of Borrower and the other Loan Parties have any rights of offset, defenses, claims or counterclaims with respect to any of the Obligations. (ba) Borrower and each other Each Loan Party acknowledges and agrees that (i) the Specified Default constitutes a material Event of Default that has occurred and is continuing as of the date hereof or is expected to occur during the Forbearance Period, as the case may be, (ii) the Specified Default will not be cured during the Forbearance Period and continue (iii) except for the Specified Default, no other Events of Default under the Credit Agreement and the other Loan Documents and no other Events of Default or Termination Events (each howsoever defined) under the Lender Swap Contracts have occurred and are continuing as of the date hereof, or are expected to occur during the Forbearance Period, as the case may be. Prior to the effectiveness of this Agreement, the existence of the Specified Default (i) relieved or upon its occurrence would relieve occurrence: (x) relieves the Lenders Lender Parties from any obligation to extend any Loan or provide any other financial accommodations under the Credit Agreement or other Loan Documents (including consenting to Borrower’s use of cash collateral) and (iiy) permitted or upon its occurrence would permit permits the Lenders Lender Parties to, among other things, (A) suspend or terminate any commitment to provide Loans or make other extensions of credit under any or all of the Credit Agreement and the other Loan Documents, (B) accelerate all or any portion of the New Money LoansObligations, (C) charge the default interest rate applicable pursuant to Section 2.07 2.07(b)(iii) of the Credit Agreement (the “Default Rate”) with respect to the New Money principal amount of all outstanding Obligations effective from and after the date the Specified Default occurs, (D) terminate Borrower’s ability to obtain or maintain Eurodollar Rate Loans, (DE) commence any legal or other action to collect any or all of the Obligations from Borrower, any other Loan Party and/or any Collateral or any other property as to which any other Person granted the Lenders a security interest therein as security for the Obligations or any guaranty thereof (collectively, the “Other Collateral”), (EF) foreclose or otherwise realize on any or all of the Collateral and Other Collateral, and/or appropriate, set-off and apply to the payment of any or all of the Obligations, any or all of the Collateral and Other Collateral, and/or (FG) take any other enforcement action or otherwise exercise any or all rights and remedies provided for by any or all of the Credit Agreement, the other Loan Documents or applicable law. (b) Within one Business Day following the Forbearance Effective Date, the Agent shall have received a prepayment of the Loans from the Borrower in a principal amount of no less than $10,000,000 in accordance with Section 2.04(a) of the Credit Agreement.

Confirmation by Borrower of Obligations and Specified Default. (a) Borrower and each other Each Loan Party acknowledges and agrees that as of September 26October 15, 2008, 2020 the aggregate principal balance of the outstanding Obligations Total Outstandings under the Credit Agreement is at least $279,930,667.44599,170,598, and that the respective principal balances of the various Loans and the L/C Obligations as of such date were not less than the following: New Money Loans $80,300,000.00 Rollover Loans $199,630,667.14 (excluding L/C Obligations) $ 355,456,759 L/C Obligations $ 243,713,839 The foregoing amounts do not include interest, fees, expenses and other amounts which that are chargeable or otherwise reimbursable under the Credit Agreement and the other Loan Documents. All of the Obligations, including those set forth above, are valid and outstanding, and none of Borrower and the other Loan Parties have any rights of offset, defenses, claims or counterclaims with respect to any of the Obligations. (ba) Borrower and each other Each Loan Party acknowledges and agrees that (i) the Specified Default constitutes a material Event of Default that has occurred and is continuing as of the date hereof or is expected to occur during the Forbearance Period, as the case may be, (ii) the Specified Default will not be cured during the Forbearance Period and continue (iii) except for the Specified Default, no other Events of Default under the Credit Agreement and the other Loan Documents and no other Events of Default or Termination Events (each howsoever defined) under the Lender Swap Contracts have occurred and are continuing as of the date hereof, or are expected to occur during the Forbearance Period, as the case may be. Prior to the effectiveness of this Agreement, the existence of the Specified Default (i) relieved or upon its occurrence would relieve occurrence: (x) relieves the Lenders Lender Parties from any obligation to extend any Loan or provide any other financial accommodations under the Credit Agreement or other Loan Documents (including consenting to Borrower’s use of cash collateral) and (iiy) permitted or upon its occurrence would permit permits the Lenders Lender Parties to, among other things, (A) suspend or terminate any commitment to provide Loans or make other extensions of credit under any or all of the Credit Agreement and the other Loan Documents, (B) accelerate all or any portion of the New Money LoansObligations, (C) charge the default interest rate applicable pursuant to Section 2.07 2.07(b)(iii) of the Credit Agreement (the “Default Rate”) with respect to the New Money principal amount of all outstanding Obligations effective from and after the date the Specified Default occurs, (D) terminate Borrower’s ability to obtain or maintain Eurodollar Rate Loans, (DE) commence any legal or other action to collect any or all of the Obligations from Borrower, any other Loan Party and/or any Collateral or any other property as to which any other Person granted the Lenders a security interest therein as security for the Obligations or any guaranty thereof (collectively, the “Other Collateral”), (EF) foreclose or otherwise realize on any or all of the Collateral and Other Collateral, and/or appropriate, set-off and apply to the payment of any or all of the Obligations, any or all of the Collateral and Other Collateral, and/or (FG) take any other enforcement action or otherwise exercise any or all rights and remedies provided for by any or all of the Credit Agreement, the other Loan Documents or applicable law. (b) The Borrower hereby requests reduction in the principal amount of the Loan Notice dated October 8, 2020, to request a Borrowing of Loans in the principal amount of $10,000,000 (as so reduced, the “Specified Draw Request”). (c) Within two Business Days following the Forbearance Effective Date, the Borrower shall pay a consent fee to the Administrative Agent for the account of each Lender that delivers a signature page to this Agreement to the Administrative Agent on or before 5:00 p.m. Central time on October 15, 2020, in an amount equal to 0.20% of such Lender’s Pro Rata Share of the Total Outstandings on October 16, 2020.