Common use of Each Loan or Letter of Credit Clause in Contracts

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit and after giving effect thereof: (i) the representations and warranties of the Borrower shall then be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 [Reporting Requirements], (ii) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, (iii) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower or Subsidiary of the Borrower or any of the Lenders, (iv) the Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Issuing Lender an application for a Letter of Credit, as the case may be and (v) with respect to any Green Loan, such Revolving Credit Loan Request shall provide a certification by the Borrower certifying as to the use of proceeds of such Green Loan (including a description of the use thereof by type of Specified Green Investment Project) and certifying such use is consistent with the GLP. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation that the conditions set forth in Sections 7.1 and 7.2 have been satisfied on or prior to the date thereof.

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit and after giving effect thereofto the proposed extensions of credit: (ia) the representations and representations, warranties of the Borrower Loan Parties shall then be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 [Reporting Requirements]8.12, (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, (iiic) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower any Loan Party or Subsidiary of the Borrower any Loan Party or any of the Lenders, (ivd) no Material Adverse Change shall have occurred since the date of the last audited financial statements of the Borrower delivered to the Administrative Agent, and (e) the Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Issuing Lender an application for a Letter of Credit, as the case may be and (v) with respect to any Green Loan, such Revolving Credit Loan Request shall provide a certification by the Borrower certifying as to the use of proceeds of such Green Loan (including a description of the use thereof by type of Specified Green Investment Project) and certifying such use is consistent with the GLPbe. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation that the conditions set forth specified in Sections Section 7.1 and this Section 7.2 have been satisfied on or prior to the date thereof.

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit and after giving effect thereofto the proposed extensions of credit: (ia) the representations and representations, warranties of the Borrower Loan Parties shall then be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse ChangeEffect, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] 6.5 shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 [Reporting Requirements]8.1, (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, (iiic) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower any Loan Party or Subsidiary of the Borrower any Loan Party or any of the Lenders, (ivd) no Material Adverse Effect shall have occurred since the date of the last audited financial statements of the Borrowers delivered to the Administrative Agent, (e) the Borrower Borrowers shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Issuing Lender an application for a Letter of Credit, as the case may be and (vf) with respect to solely in the case of any Green Delayed Draw Term Loan, such Revolving Credit Loan Request the Administrative Agent and the Lenders shall provide have received from the Borrowing Agent a certification by the Borrower certifying as Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the use Administrative Agent, that the (1) Consolidated Net Leverage Ratio will be at least 0.50 to 1.00 less than the maximum Consolidated Net Leverage Ratio in effect as of proceeds the date of such Green Loan pursuant to Section 9.16(a) (including any adjustment based on a description of Material Acquisition), based on the use thereof by type of Specified Green Investment Projectfinancial statements most recently delivered pursuant to Section 8.1(a) or 8.1(b), as applicable, both before and certifying after giving effect (on a pro forma basis) to such use is consistent with the GLPDelayed Draw Term Loan. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation that the conditions set forth specified in Sections Section 7.1 and this Section 7.2 have been satisfied on or prior to the date thereof.

Each Loan or Letter of Credit. At The obligation of any Lender to make any Credit Extension on or after the time Closing Date is subject to the satisfaction of making the following conditions (subject to the provisos to Section 2.1(g)(ii)(A), (B) and (C) with respect to any Credit Extension consisting of the proceeds of any Tranche of Incremental Term Loans or issuing, extending or increasing any Letters advanced solely for the purpose of Credit and after giving effect thereof: acquiring a Permitted Acquisition subject to a Limited Conditionality Purchase Agreement): (ia) the representations and warranties of the Borrower Loan Parties set forth in Article V of this Agreement and in each other Loan Document shall on the date of such Credit Extension (both immediately before and after giving effect to such Credit Extension and the application of the proceeds thereof) be true and correct, except such representations and warranties that are not qualified in this Agreement by reference to materiality or a Material Adverse Effect shall then be true and correct in all material respects as of such date (unless qualified except for any such representation and warranty that by materiality or reference to the absence its terms is made only as of a Material Adverse Change, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they representation and warranty shall be have been true and correct in all material respects as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 [Reporting Requirements], ); (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, Extension; (iii) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower or Subsidiary of the Borrower or any of the Lenders, (ivc) the Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Administrative Agent for each Loan requested to be made pursuant to Sections 2.1(c), 2.1(g), 2.2(b) and 2.3(c), or Letter of Credit Request to the applicable Issuing Lender an application for a each Letter of CreditCredit to be issued pursuant to Section 2.9(a), as the case may be; and (d) solely in connection with the initial Credit Extension or Credit Extensions hereunder, the Loan Parties shall have delivered, or caused to be delivered, (i) a true, correct and complete copy of any required Cable Television Consent to the Administrative Agent, (vii) a certification that the Administrative Agent, in consultation with the Borrower, has determined that no Cable Television Consent is required, or (iii) a certification that a dismissal or other similar action has been entered by the applicable PUC with respect to any Green LoanCable Television Consent that the applicable Loan Party has submitted an application for to the applicable PUC, such Revolving Credit Loan Request shall provide and, together with the certifications required pursuant to clauses (ii) and (iii), a certification confirmation that all obligations of Shenandoah Cable under Article XII are in full force and effect. The request by the Borrower certifying as to the use of proceeds of such Green for any Term Loan (including a description of the use thereof by type of Specified Green Investment Project) and certifying such use is consistent with the GLP. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation by the Borrower that the conditions set forth it shall be in Sections 7.1 compliance with Article IV both before and 7.2 have been satisfied on or prior after giving effect to the date thereofeach requested Term Loan.

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit and after giving effect thereofto the proposed extensions of credit: (ia) the representations and warranties of the Borrower Loan Parties shall then be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event shall be true and correct) as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 8.12 [Reporting Requirements], (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, (iiic) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower or Subsidiary of the Borrower or any of the Lenders, (ivd) no Material Adverse Change shall have occurred since the date of the last audited financial statements of the REIT Guarantor delivered to the Administrative Agent, and (e) the Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the an Issuing Lender an application for a Letter of Credit, as the case may be and (v) with respect be. Each Loan Request requesting the Lenders to any Green Loan, such make Revolving Credit Loan Request shall provide a certification by the Borrower certifying as to the use of proceeds of such Green Loan (including a description of the use thereof by type of Specified Green Investment Project) Loans or Incremental Loans and certifying such use is consistent with the GLP. Each Revolving Credit Loan Request, Swing Loan Request and each Letter of Credit application shall be deemed to be a representation that the conditions set forth specified in Sections Section 7.1 [Initial Loans and Letters of Credit] and this Section 7.2 have been satisfied on or prior to the date thereof.

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit Extension and after giving effect thereof: to the proposed Credit Extension: (ia) the representations and warranties of the Borrower Loan Parties set forth in Article V of this Agreement and in the other Loan Documents shall then be true and correct in all material respects (unless or if qualified by materiality or reference to the absence of a Material Adverse Change, in which event they shall be true all respects) as of the date of such Credit Extension (except for any such representation and correct), except to the extent warranty that such representations and warranties specifically refer to by its terms is made only as of an earlier date, in which case they representation and warranty shall be remain true and correct in all material respects as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 [Reporting Requirements], ), (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, continuing, (iii) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower or Subsidiary of the Borrower or any of the Lenders, (ivc) the Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing (x) Loan Request to the Administrative Agent for each Loan requested to be made pursuant to Section 2.1(b), 2.2(b), 2.3(c) or 2.5, as applicable, (y) Incremental Request to the Administrative Agent for each Incremental Facility requested pursuant to Section 2.5 or (z) Letter of Credit Request to the Issuing Lender an application for a each Letter of CreditCredit to be issued pursuant to Section 2.11(a), as the case may be and be; and (vd) with respect to any Green LoanCredit Extension consisting of Incremental Loans, such Revolving Credit Loan Request shall provide a certification by the Borrower certifying as shall have complied with all conditions set forth in the applicable Incremental Amendment; provided that, notwithstanding anything in this Section 4.2 to the use contrary, with respect to the portion of proceeds an Incremental Term Loan being used to fund a Limited Condition Acquisition, the Lenders shall be obligated to fund their Pro Rata Share of such Green Loan portion of such Credit Extension so long as (including a description i) (x) the representations and warranties of the use thereof Loan Parties set forth in Article V of this Agreement shall be true and correct at the time of execution and effectiveness of the Acquisition Agreement for such Limited Condition Acquisition, except such representations and warranties that are not qualified in this Agreement by type reference to materiality or a Material Adverse Change shall then be true and correct in all material respects as of Specified Green Investment Projectsuch date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct in all material respects as of such earlier date) and certifying (y) the Specified Representations are true and correct as of the closing date of such use Limited Condition Acquisition, except such representations and warranties that are not qualified in this Agreement by reference to materiality or a Material Adverse Change (or similar term as defined in the applicable Acquisition Agreement) shall then be true and correct in all material respects as of such date (except for any such representation and warranty that by its terms is consistent with made only as of an earlier date, which representation and warranty shall remain true and correct in all material respects as of such earlier date), (ii) there is (x) no Default or Event of Default in existence at the GLP. Each Revolving Credit Loan Request, Swing Loan Request time of execution and Letter effectiveness of Credit application shall be deemed to be a representation that the Acquisition Agreement for such Limited Condition Acquisition and (y) no Specified Event of Default in existence at the time such Limited Condition Acquisition is consummated and (iii) the conditions set forth in Sections 7.1 Section 4.2(c) and 7.2 Section 4.2(d) have been satisfied on or prior to the date thereofwaived.

Each Loan or Letter of Credit. At the time of making any Loans or issuing, extending or increasing any Letters of Credit and after giving effect thereofto the proposed extensions of credit: (ia) the representations and representations, warranties of the Borrower Loan Parties shall then be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event they shall be true and correct), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (unless qualified by materiality or reference to the absence of a Material Adverse Change, in which event shall be true and correct) as of such earlier date, and except that for purposes of this Section 7.2, the representations and warranties contained in Section 6.6 [Financial Statements] shall be deemed to refer to the most recent statements furnished pursuant to Section 8.11 8.12 [Reporting Requirements], (iib) no Event of Default or Potential Default shall have occurred and be continuing or would result from such Loan or Letter of Credit or the application of the proceeds thereof, (iiic) the making of the Loans or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable to the Borrower or Subsidiary of the Borrower or any of the Lenders, (ivd) no Material Adverse Change shall have occurred since the date of the last audited financial statements of the REIT Guarantor delivered to the Administrative Agent, (e) the OP Borrower shall have delivered to the Administrative Agent a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Issuing Lender an application for a Letter of Credit, as the case may be and (vf) with respect to any Green Loan, such Revolving Credit Loan Request the OP Borrower shall provide a certification by the Borrower certifying as have delivered to the use of proceeds of such Green Administrative Agent a Borrowing Base Certificate confirming that after making the requested Loan (including a description or the issuance of the use thereof by type requested Letter of Specified Green Investment Project) and certifying such use is consistent with Credit, the GLPRevolving Facility Usage does not exceed the Borrowing Base Amount. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation that the conditions set forth specified in Sections Section 7.1 [Initial Loans and Letters of Credit] and this Section 7.2 have been satisfied on or prior to the date thereof.

Each Loan or Letter of Credit. At the time The obligation of making each Lender and each Issuing Lender to honor any Loans Loan Request, Swing Loan Request or issuing, extending or increasing any Letters of Credit and after giving effect thereof: (iother than a Loan Request requesting only a conversion of Loans to another Interest Rate Option, or a continuation of Term SOFR Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrower contained in Section 6 shall then be true and correct in all material respects on and as of the date of such extension of credit, except that (unless qualified by materiality or reference i) if a qualifier relating to the absence of a materiality, Material Adverse ChangeEffect or a similar concept applies, in which event they such representation or warranty shall be required to be true and correct)correct in all respects, except (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and date (except that if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be required to be true and correct in all respects), (iii) for purposes of this Section 7.2, the representations and warranties contained in subsections (a) and (b) of Section 6.6 [Financial Statements] 6.5 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a)(i) and (a)(ii), respectively, of Section 8.11 [Reporting Requirements], 8.1 and (iiiv) no Event the representations and warranties contained in Section 6.5(c) and 6.6(a)(ii) do not need to be true and correct for any extension of Default or credit after the initial extension of credit hereunder. (b) No Potential Default shall have occurred and be continuing exist, or would result from such Loan proposed extension of credit or Letter of Credit or from the application of the proceeds thereof. (c) The Borrower has all approvals, (iii) the making of the Loans consents and authorizations from PUCO which are necessary or issuance, extension or increase of such Letter of Credit shall not contravene any Law applicable required in order to permit the Borrower to incur Obligations hereunder. (d) The Administrative Agent and, if applicable, the applicable Issuing Lender or Subsidiary of the Borrower or any of the Lenders, (iv) the Borrower Swing Loan Lender shall have delivered to the Administrative Agent received a duly executed and completed Revolving Credit Loan Request, Swing Loan Request or to the Issuing Lender an application for a Letter of CreditCredit application, as applicable, in accordance with the case may be and requirements hereof. Each request for an extension of credit (v) with respect to any Green Loan, such Revolving Credit other than a Loan Request shall provide requesting only a certification conversion of Loans to another Interest Rate Option, or a continuation of Term SOFR Rate Loans) submitted by the Borrower certifying as to the use of proceeds of such Green Loan (including a description of the use thereof by type of Specified Green Investment Project) and certifying such use is consistent with the GLP. Each Revolving Credit Loan Request, Swing Loan Request and Letter of Credit application shall be deemed to be a representation and warranty that the conditions set forth specified in Sections 7.1 7.2(a), (b) and 7.2 (c) have been satisfied on or prior to and as of the date thereofof the applicable extension of credit.