Common use of Further Conditions to the Loans Clause in Contracts

Further Conditions to the Loans. It shall be a further condition to the funding of any Loan, including the initial Loans, that the following statements be true on the date of each such funding, advance or incurrence, as the case may be: (a) all of the representations and warranties of Borrower under this Agreement and the other Loan Documents shall be true and correct in all material respects at such date, except to the extent any such representations and warranties relate to an earlier date in which case such representations and warranties shall remain true and correct in all material respects as of such earlier date (provided that the foregoing materiality qualifications shall not apply to any representations and warranties that already are qualified or modified by materiality in the text thereof), both before and after giving effect to the funding of such Loan; (b) Borrower shall be in compliance with the Asset Coverage Ratio requirements as set forth in Section 3.24(e) immediately prior to the making of such Loan and immediately after giving effect thereto and shall have provided a certificate of Borrower’s Chief Financial Officer to that effect; (c) not less than two (2) Business Days prior to the proposed Drawdown Date for such Loan, (i) Borrower shall have delivered to Agent: (A) an updated Borrowing Base Certificate, including an aged list of Eligible Notes Receivable, a detailed calculation of the Borrowing Base, and such supporting detail and documentation as Agent may request; (B) a summary of the filing information (to the extent available) of all UCC financing statements indicating Borrower’s security interest in any collateral obtained in connection with any Pledged Loan Paper; (C) a completed checklist for each Note Receivable included or to be included in the Borrowing Base; and (D) all other Required Asset Documents, (ii) Borrower shall have taken the actions with respect to all agreements, instruments and documents relating to assets included in the Borrowing Base as may be required hereunder or under the Possessory Collateral Agreement and the other Loan Documents, including delivery to the Agent or the Pledgeholder of (x) original copies of all Pledged Loan Paper and (y) all originals of each Instrument issued to Borrower in connection with each Pledged Note Receivable (endorsed in blank pursuant to an allonge in form satisfactory to Agent which shall provide “Pay to the Order of Union Bank, N.A., as Agent, without recourse.”) and (iii) Agent’s counsel shall have received and reviewed all standard documentation evidencing, governing, securing and guaranteeing Pledged Notes Receivable, and been satisfied such documentation provides Borrower and Agent with appropriate rights and remedies to enforce any necessary collection actions with respect to such Pledged Notes Receivable; (d) Borrower shall have deposited, or caused to be deposited, in the Collection Account all Collections and Recoveries received with respect to each Pledged Note Receivable and all Proceeds received with respect to all Account Debtor Collateral securing any Pledged Note Receivable, in each case from and after the date such Pledged Note Receivable was first included in the Borrowing Base; (e) Agent shall determine that, after giving effect to the requested Loan, an Overadvance shall not exist; and (f) no event shall have occurred and be continuing, or would result from the funding, advance or incurrence of any Loan, which constitutes or would constitute a Default or an Event of Default. The request and acceptance by Borrower of the proceeds of the Loans shall be deemed to constitute, as of the date of such Loan, (1) a representation and warranty by Borrower that the conditions in this Section 2.2 have been satisfied and (2) a confirmation by Borrower of the granting and continuance of Agent’s Liens pursuant to the Collateral Documents.

Further Conditions to the Loans. It shall be a further condition to the funding of any Loan, including the initial Loans, that the following statements be true on the date of each such funding, advance or incurrence, as the case may be: (a) all of the representations and warranties of Borrower under this Agreement and the other Loan Documents shall be true and correct in all material respects at such date, except to the extent any such representations and warranties relate to an earlier date in which case such representations and warranties shall remain true and correct in all material respects as of such earlier date (provided that the foregoing materiality qualifications shall not apply to any representations and warranties that already are qualified or modified by materiality in the text thereof), both before and after giving effect to the funding of such Loan, and Agent shall have received, if it so elects, a certification to that effect signed by an Authorized Signatory; (b) Borrower shall be in compliance with the Asset Coverage Ratio requirements as set forth in Section 3.24(e) immediately prior to the making of such Loan and immediately after giving effect thereto and shall have provided a certificate of Borrower’s Chief Financial Officer to that effect; (c) not less than two (2) Business Days prior to the proposed Drawdown Date for such Loan, (i) Borrower shall have delivered to Agent: (A) an updated Borrowing Base Certificate, including an aged list of Eligible Notes Receivable, a detailed calculation of the Borrowing Base, and such supporting detail and documentation as Agent may request; (B) a summary of the filing information (to the extent available) of all UCC financing statements indicating Borrower’s security interest in any collateral obtained in connection with any Pledged Loan Paper; (C) a completed checklist for each Note Receivable included or to be included in the Borrowing Base; and (D) all other Required Asset Documents, (ii) Borrower shall have taken the actions with respect to all agreements, instruments and documents relating to assets included in the Borrowing Base as may be required hereunder or under the Possessory Collateral Agreement and the other Loan Documents, including delivery to the Agent or the Pledgeholder of (x) original copies of all Pledged Loan Paper and (y) all originals of each Instrument issued to Borrower in connection with each Pledged Note Receivable (endorsed in blank pursuant to an allonge in form satisfactory to Agent which shall provide “Pay to the Order of Union Bank, N.A., as Agent, without recourse.”) and (iii) Agent’s counsel shall have received and reviewed all standard documentation evidencing, governing, securing and guaranteeing Pledged Notes Receivable, and been satisfied such documentation provides Borrower and Agent with appropriate rights and remedies to enforce any necessary collection actions with respect to such Pledged Notes Receivable; (d) Borrower shall have deposited, or caused to be deposited, in the Collection Account all Collections and Recoveries received with respect to each Pledged Note Receivable and all Proceeds received with respect to all Account Debtor Collateral securing any Pledged Note Receivable, in each case from and after the date such Pledged Note Receivable was first included in the Borrowing Base; (e) Agent shall determine that, after giving effect to the requested Loan, an Overadvance shall not exist; and (f) no event shall have occurred and be continuing, or would result from the funding, advance or incurrence of any Loan, which constitutes or would constitute a Default or an Event of Default. The request and acceptance by Borrower of the proceeds of the Loans shall be deemed to constitute, as of the date of such Loan, (1) a representation and warranty by Borrower that the conditions in this Section 2.2 have been satisfied and (2) a confirmation by Borrower of the granting and continuance of Agent’s Liens pursuant to the Collateral Documents.

Further Conditions to the Loans. It Lender shall not be a further condition obligated to the funding of ------------------------------- fund any Loan, Loan (including the initial Loans), that the following statements be true on if, as of the date of each such funding, advance or incurrence, as the case may bethereof: (a) all any representation or warranty by any Credit Party contained herein or in any of the representations and warranties of Borrower under this Agreement and the other Loan Documents shall be true and correct in all material respects at untrue or incorrect as of such date, except to the extent that any such representations and warranties representation or warranty is expressly stated to relate to an a specific earlier date date, in which case case, such representations representation and warranties warranty shall remain be true and correct in all material respects as of such earlier date (provided that the foregoing materiality qualifications shall not apply to any representations and warranties that already are qualified or modified by materiality in the text thereof), both before and after giving effect to the funding of such Loan;date; or (b) Borrower shall any event or circumstance which has had or reasonably could be in compliance with the Asset Coverage Ratio requirements as set forth in Section 3.24(e) immediately prior expected to the making of such Loan and immediately after giving effect thereto and have a Material Adverse Effect shall have provided a certificate of Borrower’s Chief Financial Officer to that effect;occurred since the Closing Date; or (c) not less than two (2) Business Days prior to the proposed Drawdown Date for such Loan, (i) Borrower shall have delivered to Agent: (A) an updated Borrowing Base Certificate, including an aged list of Eligible Notes Receivable, a detailed calculation of the Borrowing Base, and such supporting detail and documentation as Agent may request; (B) a summary of the filing information (to the extent available) of all UCC financing statements indicating Borrower’s security interest in any collateral obtained in connection with any Pledged Loan Paper; (C) a completed checklist for each Note Receivable included or to be included in the Borrowing Base; and (D) all other Required Asset Documents, (ii) Borrower shall have taken the actions with respect to all agreements, instruments and documents relating to assets included in the Borrowing Base as may be required hereunder or under the Possessory Collateral Agreement and the other Loan Documents, including delivery to the Agent or the Pledgeholder of (x) original copies of all Pledged Loan Paper and (y) all originals of each Instrument issued to Borrower in connection with each Pledged Note Receivable (endorsed in blank pursuant to an allonge in form satisfactory to Agent which shall provide “Pay to the Order of Union Bank, N.A., as Agent, without recourse.”) and (iii) Agent’s counsel shall have received and reviewed all standard documentation evidencing, governing, securing and guaranteeing Pledged Notes Receivable, and been satisfied such documentation provides Borrower and Agent with appropriate rights and remedies to enforce any necessary collection actions with respect to such Pledged Notes Receivable; (d) Borrower shall have deposited, or caused to be deposited, in the Collection Account all Collections and Recoveries received with respect to each Pledged Note Receivable and all Proceeds received with respect to all Account Debtor Collateral securing any Pledged Note Receivable, in each case from and after the date such Pledged Note Receivable was first included in the Borrowing Base; (e) Agent shall determine that, after giving effect to the requested Loan, an Overadvance shall not exist; and (f) no event Default shall have occurred and be continuing, continuing or would result from after giving effect to such Loan; or (d) after giving effect to such Loan the fundingRevolving Credit Loan attributable to any Borrower would exceed the Borrowing Availability of such Borrower. (e) any action, advance proceeding, investigation, regulation or incurrence legislation shall have been instituted, threatened or proposed before any Governmental Authority to enjoin, restrain or prohibit, or to obtain damages in respect of, or which is related to or arises out of, this Agreement, any other Loan Document or any Acquisition Document or the consummation of any Loantransaction contemplated hereby or thereby and which, which constitutes in Lender's sole judgment, would make it inadvisable to consummate any transaction contemplated by this Agreement, any other Loan Document or would constitute a Default or an Event of Defaultany Acquisition Document. The request and acceptance by Borrower Leading Borrower, as agent for each Borrower, of the proceeds of any Loan, and the Loans request by Leading Borrower, as agent for each Borrower, for the incurrence by Lender of any Letter of Credit Obligations, as the case may be, shall be deemed to constitute, as of the date of such Loanrequest and the date of such acceptance, (1i) a representation and warranty by each Borrower that the conditions in this Section 2.2 have been satisfied and (2ii) a confirmation restatement by each Borrower of each of the representations and warranties made by such Borrower in any Loan Document and a reaffirmation by each Borrower of the granting and continuance of Agent’s Lender's Liens pursuant to the Collateral Loan Documents.

Further Conditions to the Loans. It shall be a further condition to the funding of any Loan, including the initial Loans, that the following statements be true on the date of each such funding, advance or incurrence, as the case may be: (a) all of the representations and warranties of Borrower under this Agreement and the other Loan Documents shall be true and correct in all material respects at such date, except to the extent any such representations and warranties relate to an earlier date in which case such representations and warranties shall remain true and correct in all material respects as of such earlier date (provided that the foregoing materiality qualifications shall not apply to any representations and warranties that already are qualified or modified by materiality in the text thereof), both before and after giving effect to the funding of such Loan, and Agent shall have received, if it so elects, a certification to that effect signed by an Authorized Signatory; (b) Borrower shall be in compliance with the Asset Coverage Ratio requirements as set forth in Section 3.24(e) immediately prior to the making of such Loan and immediately after giving effect thereto and shall have provided a certificate of Borrower’s Chief Financial Officer to that effect; (c) not less than two (2) Business Days prior to the proposed Drawdown Date for such Loan, (i) Borrower shall have delivered to Agent: (A) an updated Borrowing Base Certificate, including an aged list of Eligible Notes Receivable, a detailed calculation of the Borrowing Base, and such supporting detail and documentation as Agent may request; (B) a summary of the filing information (to the extent available) of all UCC financing statements indicating Borrower’s security interest in any collateral obtained in connection with any Pledged Loan Paper; (C) a completed checklist for each Note Receivable included or to be included in the Borrowing Base; and (D) all other Required Asset Documents, (ii) Borrower shall have taken the actions with respect to all agreements, instruments and documents relating to assets included in the Borrowing Base as may be required hereunder or under the Possessory Collateral Agreement and the other Loan Documents, including delivery to the Agent or the Pledgeholder of (x) original copies of all Pledged Loan Paper and (y) all originals of each Instrument issued to Borrower in connection with each Pledged Note Receivable (endorsed in blank pursuant to an allonge in form satisfactory to Agent which shall provide “Pay to the Order of MUFG Union Bank, N.A., as Agent, without recourse.”) and (iii) Agent’s counsel shall have received and reviewed all standard documentation evidencing, governing, securing and guaranteeing Pledged Notes Receivable, and been satisfied such documentation provides Borrower and Agent with appropriate rights and remedies to enforce any necessary collection actions with respect to such Pledged Notes Receivable; (d) Borrower shall have deposited, or caused to be deposited, in the Collection Account all Collections and Recoveries received with respect to each Pledged Note Receivable and all Proceeds received with respect to all Account Debtor Collateral securing any Pledged Note Receivable, in each case from and after the date such Pledged Note Receivable was first included in the Borrowing Base; (e) Agent shall determine that, after giving effect to the requested Loan, an Overadvance shall not exist; and (f) no event shall have occurred and be continuing, or would result from the funding, advance or incurrence of any Loan, which constitutes or would constitute a Default or an Event of Default. The request and acceptance by Borrower of the proceeds of the Loans shall be deemed to constitute, as of the date of such Loan, (1) a representation and warranty by Borrower that the conditions in this Section 2.2 have been satisfied and (2) a confirmation by Borrower of the granting and continuance of Agent’s Liens pursuant to the Collateral Documents.