Common use of Each Term Advance Clause in Contracts

Each Term Advance. The Lenders shall not be required to make any Term Advance unless on the applicable Borrowing Date: (i) There exists no Default or Unmatured Default, except for Unmatured Defaults that will be cured on the applicable Borrowing Date, and that the Borrower certifies will be cured on the applicable Borrowing Date, by (x) the use of the proceeds of any loan or advance under the Existing Credit Agreement or (y) the issuance, amendment or extension of an Existing Credit Agreement Letter of Credit that has been requested under the Existing Credit Agreement. (ii) The representations and warranties contained in Article VI are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such Borrowing Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. (iii) All legal matters incident to the making of such Term Advance shall be satisfactory to the Administrative Agent and its counsel. Each Ratable Borrowing Notice with respect to each such Term Advance shall constitute a representation and warranty by the Borrower that the condition contained in Section 5.2(i) has been satisfied. The Administrative Agent may require a duly completed compliance certificate in substantially the form of Exhibit F (but without any requirement for updating the calculations of compliance with financial covenants) as a condition to making a Term Advance. Notwithstanding the foregoing, any outstanding Term Loans may be continued as Eurodollar Ratable Advances or converted to Eurodollar Ratable Advances notwithstanding the existence of a Default or Unmatured Default subject to the provisions of Section 2.9. -44- 44

Each Term Advance. The Lenders shall not be required to make any Term Advance unless on the applicable Borrowing Date: (i) There exists no Default or Unmatured Default, except for Unmatured Defaults that will be cured on the applicable Borrowing Date, and that the Borrower certifies will be cured on the applicable Borrowing Date, by (x) the use of the proceeds of any loan or advance under the Existing Credit Agreement or (y) the issuance, amendment or extension of an Existing Credit Agreement Letter of Credit that has been requested under the Existing Credit Agreement. (ii) The representations and warranties contained in Article VI are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such Borrowing Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. (iii) All legal matters incident to the making of such Term Advance shall be satisfactory to the Administrative Agent and its counsel. Each Ratable Borrowing Notice with respect to each such Term Advance shall constitute a representation and warranty by the Borrower that the condition contained in Section 5.2(i) has been satisfied. The Administrative Agent may require a duly completed compliance certificate in substantially the form of Exhibit F (but without any requirement for updating the calculations of compliance with financial covenants) as a condition to making a Term Advance. Notwithstanding the foregoing, any outstanding Term Loans may be continued as Eurodollar Ratable Advances or converted to Eurodollar Ratable Advances notwithstanding the existence of a Default or Unmatured Default subject to the provisions of Section 2.9. -44- 44.

Each Term Advance. The Lenders shall not be required to make any Term Advance unless on the applicable Borrowing Date: (i) There exists no Default or Unmatured Default, except for Unmatured Defaults that will be cured on the applicable Borrowing Date, and that the Borrower certifies will be cured on the applicable Borrowing Date, by (x) the use of the proceeds of any loan or advance under the Existing Credit Agreement or (y) the issuance, amendment or extension of an Existing Credit Agreement Letter of Credit that has been requested under the Existing Credit Agreement. (ii) The representations and warranties contained in Article VI are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such Borrowing Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. (iii) All legal matters incident to the making of such Term Advance shall be satisfactory to the Administrative Agent and its counsel. Each Ratable Borrowing Notice with respect to each such Term Advance shall constitute a representation and warranty by the Borrower that the condition contained in Section 5.2(i) has been satisfied. The Administrative Agent may require a duly completed compliance certificate in substantially the form of Exhibit F (but without any requirement for updating the calculations of compliance with financial covenants) as a condition to making a Term Advance. Notwithstanding the foregoing, any outstanding Term Loans may be continued as Eurodollar Ratable Advances or converted to Eurodollar Ratable Advances notwithstanding the existence of a Default or Unmatured Default subject to the provisions of Section 2.9. -44- 44.

Each Term Advance. The Lenders shall not be required to make any Term Advance unless on the applicable Borrowing Date: (i) There exists no Default or Unmatured Default, except for Unmatured Defaults that will be cured on the applicable Borrowing Date, and that the Borrower certifies will be cured on the applicable Borrowing Date, by (x) the use of the proceeds of any loan or advance under the Existing Credit Agreement or (y) the issuance, amendment or extension of an Existing Credit Agreement Letter of Credit that has been requested under the Existing Credit Agreement. (ii) The representations and warranties contained in Article VI are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such Borrowing Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. (iii) All legal matters incident to the making of such Term Advance shall be satisfactory to the Administrative Agent and its counsel. Each Ratable Borrowing Notice with respect to each such Term Advance shall constitute a representation and warranty by the Borrower that the condition contained in Section 5.2(i) has been satisfied. The Administrative Agent may require a duly completed compliance certificate in substantially the form of Exhibit F (but without any requirement for updating the calculations of compliance with financial covenants) as a condition to making a Term Advance. Notwithstanding the foregoing, any outstanding Term Loans may be continued as Eurodollar Ratable Advances SOFR Loans or converted to Eurodollar Ratable Advances SOFR Loans notwithstanding the existence of a Default or Unmatured Default subject to the provisions of Section 2.9. -44- 44.

Each Term Advance. The Lenders shall not be required to make any Term Advance unless on the applicable Borrowing Date: (i) There exists no Default or Unmatured Default, except for Unmatured Defaults that will be cured on the applicable Borrowing Date, and that the Borrower certifies will be cured on the applicable Borrowing Date, by (x) the use of the proceeds of any loan or advance under the Existing Credit Agreement or (y) the issuance, amendment or extension of an Existing Credit Agreement Letter of Credit that has been requested under the Existing Credit Agreement. (ii) The representations and warranties contained in Article VI are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such Borrowing Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. (iii) All legal matters incident to the making of such Term Advance shall be satisfactory to the Administrative Agent and its counsel. Each Ratable Borrowing Notice with respect to each such Term Advance shall constitute a representation and warranty by the Borrower that the condition contained in Section 5.2(i) has been satisfied. The Administrative Agent may require a duly completed compliance certificate in substantially the form of Exhibit F (but without any requirement for updating the calculations of compliance with financial covenants) as a condition to making a Term Advance. Notwithstanding the foregoing, any outstanding Term Loans may be continued as Eurodollar Ratable Advances or converted to Eurodollar Ratable Advances notwithstanding the existence of a Default or Unmatured Default subject to the provisions of Section 2.9. -44- 44.