Common use of Initial and Subsequent Loans and Letters of Credit Clause in Contracts

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to such new borrowing, except to the extent such representations and warranties are set forth as being related only to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (cb) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments any other Loan Document shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Required Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c6.02(b) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereofCredit).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (cb) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified an earlier date (e.g. "as and except that for purposes of this Section 6.02, the Closing Date"representations and warranties contained in Sections 7.02(a) and were true and correct as of such specified date or the Majority Lenders may expressly consent in writing (b) shall be deemed to refer to the contrarymost recent statement furnished pursuant to Sections 8.01(a) and (b), respectively. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) 6.02 (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor Guarantors in the Security Instruments other Loan Documents to which they are a party shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by Borrower that the Borrower to the effect statements set forth in Section 6.02(c6.02(a), (b) and (c) are true (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit or Distribution LC for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred occurred; and be continuing; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit or Distribution LC with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit or Distribution LC by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit or Distribution LC as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders Banks to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower Company upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower Company (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred since the date of the Financial Statements; and be continuing; and (ciii) the representations and warranties made by the Borrower Company in Article VII and by the Borrower and each Guarantor in the Security Instruments Section 7 shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, unless such representation or warranty was expressly limited to an earlier date (which representation or warranty remains true as to such earlier date) or except to the extent as such representations and warranties are set forth as being related only modified to a specified date (e.g. "as give effect to transactions expressly permitted hereby or in the case of Section 7.15 changes of which the Closing Date") and were true and correct as of such specified date or the Majority Lenders may expressly consent in writing to the contraryAgent has been notified. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower Company hereunder shall constitute a certification by the Borrower Company to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower Company otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments Loan Documents shall be true in all material respects on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof). In addition to the foregoing for any advances or issuances of Letters of Credit following the time for performance of Borrower's covenants under Section 8.08(a) and Section 8.12, the Lenders must be satisfied with the Borrower's title to and the environmental condition of the Amoco Properties acquired by the Borrower.

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred occurred; and be continuing; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as an earlier date, or are untrue because of the Closing Date") and were true and correct as of such specified date an event not prohibited hereby, or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower and the Parent in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; andoccurred; (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Required Lenders may expressly consent in writing to the contrary; and (d) after giving effect to the requested borrowing or borrowings, no Default will exist under the Credit Agreement or any other Loan Document. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to Agent receiving an executed Borrowing Request and the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred occurred; (c) in the case of a Borrowing Request for a Loan, at the time of, and be continuingafter giving effect to the making of, such Loan, (i) the Consolidated Cash Balance and (ii) the pro forma Consolidated Cash Balance as of the end of the Business Day on which such Loan is made, in each case, shall not exceed the Consolidated Cash Balance Limit; and (cd) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor the Guarantors in the Security Instruments other Loan Documents to which they are a party shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each Borrowing Request or request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by Borrower that the Borrower to the effect statements set forth in Section 6.02(c6.02(a), (b), (c) and (d) are true (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to Agent receiving an executed Borrowing Request and the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor the Guarantors in the Security Instruments other Loan Documents to which they are a party shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each Borrowing Request or request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by Borrower that the Borrower to the effect statements set forth in Section 6.02(c6.02(a), (b) and (c) are true (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments Loan Documents shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to such new borrowing, except to the extent such representations and warranties are set forth as being related only to a specified date (e.g. "“as of the Closing Date"”) and were true and correct as of such specified date or the Majority Required Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The --------------------------------------------------- obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder (including the Initial Funding) and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans or such issuance, renewal, extension or reissuance and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuing; andoccurred; (c) the representations and warranties made by the Borrower and the Guarantors in Article VII and by the Borrower and each Guarantor in the Security Instruments other Loan Documents shall be true in all material respects on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date an earlier date; (e.g. "as of d) the Closing Date") and were true and correct as making of such specified date Loan or the Majority Lenders may expressly consent in writing to issuance, renewal, extension or reissuance of any Letter of Credit would not conflict with, or cause any Lender to, exceed any applicable Governmental Requirements; and (e) the contraryreceipt by the Administrative Agent of a timely request therefor under Section 2.02. Each request for a borrowing Loan or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both the preceding sentence as of both the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to and the date of and immediately following such borrowing Loan or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof)Credit.

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) and to increase the Borrowing Base in accordance with Section 6.02 is subject to the further conditions precedent that, as of the date of such Loans or Letters of Credit or increase, as the case may be, and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred occurred; and be continuing; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit or increase of the Borrowing Base, as the case may be, with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, issuance or increase, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments Loan Documents shall be true in all material respects on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) and to increase the Borrowing Base in accordance with Section 6.02 is subject to the further conditions precedent that, as of the date of such Loans or Letters of Credit or increase, as the case may be, and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred and be continuingoccurred; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor or any Restricted Subsidiary in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit or increase of the Borrowing Base, as the case may be, with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, issuance or increase, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary; and (iv) the aggregate outstanding amount of investments, loans and advances permitted by Section 9.03(i) and net dividends, distributions and redemptions permitted by Section 9.04, shall not exceed $7,200,000. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Borrowing Base deficiency exists under Sections 2.07(b)(ii) or 2.08, including during any applicable cure period in effect in connection with a Borrowing Base Deficiency; 46 (c) no Material Adverse Effect shall have occurred and be continuing; andoccurred; (cd) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Required Lenders may expressly consent in writing to the contrary; and (e) after giving effect to the requested borrowing or borrowings, no Default will exist under the Credit Agreement or any other Loan Document. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments Loan Documents shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to such new borrowing, except to the extent such representations and warranties are set forth as being related only to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified date or the Majority Required First Lien Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Fundinginitial Advance) is subject to the further conditions precedent that, as of the date of such Loans (or date such Letters of Credit are issued, renewed, extended, or reissued) and after giving effect thereto: (ai) no Default shall exist; (bii) no Material Adverse Effect shall have occurred and be continuing; andoccurred; (ciii) the representations and warranties made by the Borrower in Article VII Section 9 and by the Borrower and each Guarantor in the Security Instruments Loan Documents shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Required Lenders may expressly consent in writing to the contrary; and (iv) after giving effect to the requested borrowing or borrowings (or the Letters of Credit being issued, renewed, extended, or reissued), the outstanding amount of all Revolving Loans and Letter of Credit Exposure would not exceed the Borrowing Base. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c10(b)(iii) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as including the obligation of Swing Line Lender to Loans automatically funded pursuant to Section 2.10(d)make Swing Line Loans) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to Agent receiving an executed Borrowing, Continuation and Conversion Request, request for issuance, renewal, extension or reissuance of a Letter of Credit or Swing Line Loan Notice, as applicable, and the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor the Guarantors in the Security Instruments other Loan Documents to which they are a party shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each Borrowing, Continuation and Conversion Request, request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit or Swing Line Loan Notice by the Borrower hereunder shall constitute a certification by Borrower that the Borrower to the effect statements set forth in Section 6.02(c6.02(a), (b) and (c) are true (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuing; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments any other Loan Document shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Required Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) and to increase the Borrowing Base in accordance with Section 6.02 is subject to the further conditions precedent that, as of the date of such Loans or Letters of Credit or increase, as the case may be, and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred and be continuingoccurred; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit or increase of the Borrowing Base, as the case may be, with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, issuance or increase, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary; and (iv) the aggregate outstanding amount of investments, loans and advances permitted by Section 9.03(i) and net dividends, distributions and redemptions permitted by Section 9.04, shall not exceed $7,200,000. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuing; and (cb) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments any other Loan Document shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c6.02(b) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder (including the Initial Funding) and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans or such issuance, renewal, extension or reissuance and after giving effect thereto: : (a) no Default shall exist; have occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower and the Guarantors in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date an earlier date; and (e.g. "as d) the making such Loan or extension of the Closing Date") and were true and correct as of such specified date credit would not conflict with, or the Majority Lenders may expressly consent in writing to the contrarycause any Lender to, exceed any applicable Governmental Requirements. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The -------------------------------------------------- obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower Borrowers upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower Borrowers (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred and be continuing; and and (ciii) the representations and warranties made by the Borrower Obligors in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower Borrowers hereunder shall constitute a certification by the Borrower Borrowers to the effect set forth in Section 6.02(c) the preceding sentence and a representation by the Borrowers that such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit is permitted to be incurred under the Indenture (both as of the date of such notice and, unless the Borrower Borrowers otherwise notifies notify the Administrative Agent Agent, prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each or any Guarantor in the Security Instruments any other Loan Document shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent (i) such representations and warranties are set forth as being related only modified to a specified date (e.g. "as of give effect to the Closing Date") and were true and correct as of such specified transactions contemplated hereby or expressly limited to an earlier date or (ii) the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans or Letters of Credit, as the case may be, and after giving effect thereto: : (ai) no Default shall exist; have occurred and be continuing; (bii) no Material Adverse Effect shall have occurred and be continuingoccurred; and (ciii) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor or any Restricted Subsidiary in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as the case may be, with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowingborrowing or issuance, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary; and (iv) the aggregate outstanding amount of investments, loans and advances permitted by Section 9.03(i) and net dividends, distributions and redemptions permitted by Section 9.04, shall not exceed $1,000,000.00. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit Credit, as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial FundingFunding and the deemed issuance of the Existing Letters of Credit) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall exist; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial FundingFunding and for the Acquisition of the Target Company) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as an earlier date, or are untrue because of the Closing Date") and were true and correct as of such specified date an event not prohibited hereby, or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower -45- 51 (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuingoccurred; and (c) the representations and warranties made by the Borrower in Article VII and by the Borrower and each Guarantor in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date (e.g. "as of the Closing Date") and were true and correct as of such specified an earlier date or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both as of the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof).

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder (including the Initial Funding) and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) each Obligor is subject to the further conditions precedent that, as of the date of such Loans or such issuance, renewal, extension or reissuance and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect condition or event shall have occurred and that could reasonably be continuing; andexpected to have or cause a Material Adverse Effect; (c) the representations and warranties made by the Borrower Obligors in Article VII and by the Borrower and each Guarantor in the Security Instruments other Loan Documents shall be true in all material respects on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following the making of such new borrowingLoan or the issuance, renewal, extension or reissuance of any Letter of Credit, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date an earlier date; (e.g. "as of d) the Closing Date") and were true and correct as making of such specified date Loan or the Majority Lenders may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a any Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower would not conflict with, or cause any Lender to, violate or exceed any applicable Governmental Requirements; (e) immediately after giving effect to the effect set forth in Section 6.02(c) (both as application of the date proceeds of such notice Loan, the Obligors and their Subsidiaries shall not have cash or Cash Equivalents in excess of $10,000,000.00; and, unless (f) the Borrower otherwise notifies receipt by the Administrative Agent prior to the date of and immediately following such borrowing or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof)timely request therefor under Section 2.

Initial and Subsequent Loans and Letters of Credit. The obligation of the Lenders to make Loans (except as to Loans automatically funded pursuant to Section 2.10(d)) to the Borrower upon the occasion of each borrowing hereunder (including the Initial Funding) and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans or such issuance, renewal, extension or reissuance and after giving effect thereto: (a) no Default shall existhave occurred and be continuing; (b) no Material Adverse Effect shall have occurred and be continuing; andoccurred; (c) the representations and warranties made by the Borrower and the Guarantors in Article VII and by the Borrower and each Guarantor in the Security Instruments other Loan Documents shall be true in all material respects on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and immediately after giving effect to following such new borrowing, except to the extent such representations and warranties are set forth as being related only expressly limited to a specified date an earlier date; (e.g. "as of d) the Closing Date") and were true and correct as making of such specified date Loan or the Majority Lenders may expressly consent in writing to issuance, renewal, extension or reissuance of any Letter of Credit would not conflict with, or cause any Lender to, exceed any applicable Governmental Requirements; and (e) the contraryreceipt by the Administrative Agent of a timely request therefor under Section 2.02. Each request for a borrowing Loan or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in Section 6.02(c) (both the preceding sentence as of both the date of such notice and, unless the Borrower otherwise notifies the Administrative Agent prior to and the date of and immediately following such borrowing Loan or issuance, renewal, extension or reissuance of a Letter of Credit as of the date thereof)Credit.