Common use of No Default; Representations and Warranties Clause in Contracts

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At On the time of each Credit Event Issue Date and also after giving effect thereto, thereto (i) there shall exist no Default or Event of Default and (ii) all representations and warranties as set forth in Part II of this Schedule B, in the Credit Parties contained herein or Security Documents and in the other Revolving Credit Agreement Documents shall be true and correct in all material respects with the same effect as though such representations (it being understood and warranties had been agreed that any representation or warranty which by its terms is made on and as of the a specified date of such Credit Event, except shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The acceptance issuance of the benefits of each Credit Event Securities on the Issue Date shall be deemed to constitute a representation and warranty by the Borrower Company to each of the Lenders Trustee that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, this Exhibit B exist (and have been satisfied) as of that time. All of the Securities, certificates, legal opinions and other documents and papers referred to in this section 6the Indenture, unless otherwise specified, shall be delivered to the Administrative Agent Trustee at the Notice Office for the account of each of the Lenders Holders of the Securities and, except for the NotesSecurities, in sufficient counterparts for each of the Lenders, Holders of the Securities and the Administrative Agent will promptly distribute shall be in form and substance reasonably satisfactory to the Lenders their respective Notes and Holders of the copies of such other certificates, legal opinions and documentsSecurities.

No Default; Representations and Warranties. At the time of each Credit Event such Loan and also after giving effect thereto, : (i) there shall exist no Default or Event of Default Default; and (ii) all representations and warranties of the Credit Parties Borrower contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit EventLoan, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event Loan shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 7.1 and/or 6.27.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 67, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event such Loan or issuance of such Letter of Credit, as the case may be, and also after giving effect thereto, (i) there shall exist no Default or Event of Default and Default, (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Eventthereof, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made, and (iii) no event or condition having a Material Adverse Effect shall have occurred. The acceptance of the benefits of each Loan or Letter of Credit Event shall constitute a representation and warranty by the Borrower Borrowers to each of the Lenders that all of the applicable conditions specified in section 6.1 8.1 and/or 6.28.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 68, unless otherwise specified, shall be delivered to the Administrative Agent Agents for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent Agents will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time ------------------------------------------ of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents in effect at such time shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by Holdings and the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 Section 5.1 and/or 6.25.2 and/or 5.3, as the case may bebe (other than the required satisfaction of the Agent or any Lender as specified therein), exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6Section 5, unless otherwise specified, shall be delivered to the Administrative Agent at its Notice Office for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, Lenders and the Administrative Agent will promptly distribute shall be satisfactory in form and substance to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgent.

No Default; Representations and Warranties. At the time of each Credit Event thereof and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit EventRevolving Loan or issuance of such Letter of Credit, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Loan or issuance of a Letter of Credit Event shall constitute a representation and warranty by the applicable Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in section 6.1 or this section 66.2, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower Co-Borrowers to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, thereto (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents in effect at such time shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except unless stated to the extent that such representations and warranties expressly relate to an a specific earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects as of the date when madesuch earlier date. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by each Credit Party to the Borrower to Agent and each of the Lenders Banks (and, in the case of an issuance of a Letter of Credit, the Letter of Credit Issuer) that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, above exist as of that timethe date of such Credit Event. All of the Notes, certificates, legal opinions and other documents and papers referred to in this section 6Section 5, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders Banks and, except for the Notes, in sufficient counterparts for each of the Lenders, Banks and shall be satisfactory in form and substance to the Agent and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsRequired Banks.

No Default; Representations and Warranties. At On the time of each Credit Event and also Initial Borrowing Date, after giving effect theretoto the Transaction, (i) there shall exist no Default or Event of Default (other than pursuant to Section 10.02) and (ii) all the representations and warranties contained in Sections 7.02, 7.03 (subject to the same qualifications as contained in Section 2.1(d) of the Credit Parties contained herein or in Acquisition Agreement, to the other Credit Documents extent applicable to such representations and warranties), 7.10(a) and 7.11 shall be true and correct in all material respects with the same effect as though such representations (it being understood and warranties had been agreed that any representation or warranty which by its terms is made on and as of the a specified date of such Credit Event, except shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The occurrence of the Initial Borrowing Date and the acceptance of the benefits or proceeds of each Credit Event occurring thereon shall constitute a representation and warranty by the Borrower to each Agent and each of the Lenders that all of the applicable conditions specified in section 6.1 Section 5 (other than such conditions that are subject to the satisfaction of the Agents and/or 6.2, as the case may be, Required Lenders) exist as of that timetime or substantially concurrently therewith. All of the Notes, certificates, legal opinions and other documents and papers referred to in this section 6Section 5, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgent.

No Default; Representations and Warranties. At the time of each such Credit Event and also after giving effect thereto, thereto (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the any other Credit Documents Document shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except Event (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower each Credit Party to each Agent and each of the Lenders Banks that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, Section 5A and in this Section 5B which are applicable to such Credit Event exist as of that time. All of the Notes, certificates, legal opinions and other documents and papers referred to in Section 5A and in this section 6Section 5B, unless otherwise specified, shall be delivered to the Administrative Documentation Agent at the Documentation Agent's Office for the account of each of the Lenders Banks and, except for the Notes, in sufficient counterparts for each of the Lenders, Banks and the Administrative Agent will promptly distribute shall be reasonably satisfactory in form and substance to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsBanks.

No Default; Representations and Warranties. At the time of each Credit Event Loan and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit EventLoan, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits proceeds of each Credit Event Loan shall constitute a representation and warranty by the Borrower Co-Borrowers to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event such Loan and also after giving effect thereto, (i) : there shall exist no Default or Event of Default Default; and (ii) all representations and warranties of the Credit Parties Borrower contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit EventLoan, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event Loan shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist were satisfied at and as of the Closing Date, and that timeall of the applicable conditions specified in section 6.2 were satisfied at and as of the date of such Credit Event. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At On the time of each Credit Event Effective Date and also immediately after giving effect theretothereto and to the entering into of this Agreement, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on such date (it being understood and agreed that any representation or warranty which by its terms is made as of the a specified date of such Credit Event, except shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The occurrence of the Effective Date and the acceptance of the benefits of each Credit Event thereof by the Borrower shall constitute a representation and warranty by the Borrower to the Administrative Agent and each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist this Section 6 are satisfied as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section Section 6, unless otherwise specified, shall be have been delivered to the Administrative Agent at the Notice Office for the account of each of the Lenders and, except for the Notes, in sufficient counterparts or copies for each of the Lenders, Lenders and shall be in form and substance reasonably satisfactory to the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsRequired Lenders.

No Default; Representations and Warranties. At the time of each ------------------------------------------ Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the made by any Credit Parties Party contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case all such representations and warranties shall have been be true and correct in all material respects as of the date when madesuch earlier date. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower to the Agents and each of the Lenders that all of the applicable conditions specified in section 6.1 Section 5.01 (in the case of the Credit Events occurring on the Effective Date) and/or 6.25.02, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6Section 5.01, unless otherwise specified, shall be delivered to the Administrative Agent at its Notice Office for the account of each of the Lenders and, except for the Notes, in sufficient counterparts or copies for each of the Lenders, Lenders and the Administrative Agent will promptly distribute shall be satisfactory in form and substance to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgents.

No Default; Representations and Warranties. At the time of each Credit Event such Loan or issuance of such Letter of Credit, as the case may be, and also after giving effect thereto, (i) there shall exist no Default or Event of Default and Default, (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Eventthereof, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made, and (iii) no event or condition having a Material Adverse Effect shall have occurred. The acceptance of the benefits of each Loan or Letter of Credit Event shall constitute a representation and warranty by the Borrower Borrowers to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6, unless otherwise specified, shall be delivered to the Administrative Agent Agents for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent Agents will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Loan or issuance of a Letter of Credit Event shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in section 6.1 or this section 66.2, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the made by any Credit Parties Party contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower to the Agents and each of the Lenders Banks that all of the applicable conditions specified in section 6.1 Section 5.01 (in the case of the Credit Events occurring on the Initial Borrowing Date) and/or 6.25.02, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6Section 5.01, unless otherwise specified, shall be delivered to the Administrative Agent at its Notice Office for the account of each of the Lenders Banks and, except for the Notes, in sufficient counterparts for each of the Lenders, Banks and the Administrative Agent will promptly distribute shall be reasonably satisfactory in form and substance to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgents.

No Default; Representations and Warranties. At the time of each the Credit Event and also after giving effect thereto, thereto (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or and in the each other Credit Documents Document shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such the Credit Event, except Event (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The acceptance of the benefits or proceeds of each the Credit Event shall constitute a representation and warranty by the Borrower to the Administrative Agent and each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as Section 5 and in this Section 6 and applicable to the case may be, exist Credit Event have been satisfied as of that time. All of the Notes, certificates, legal opinions and other documents and papers referred to in Section 5 and in this section Section 6, unless otherwise specified, shall be delivered to the Administrative Agent at the Notice Office for the account benefit of each of the Lenders and, except for the Notes, in sufficient counterparts or copies for each of the Lenders, Lenders and shall be in form and substance satisfactory to the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgent.

No Default; Representations and Warranties. At the time of each Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit Event, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects as of the date when made. The acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the applicable Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 6.1, 6.2 and/or 6.26.3, as the case may be, exist as of that time. All of the certificates, legal opinions and other documents and papers referred to in section 6.1, section 6.2 or this section 66.3, unless otherwise specified, shall be delivered to the Administrative Agent for the account of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documents.

No Default; Representations and Warranties. At On the time of each Credit Event Effective Date and also after giving effect thereto, to the incurrence of the Loans on such date (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the Credit Parties contained herein or and in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the such date (it being understood and agreed that any representation or warranty which by its terms is made as of such Credit Event, except a specified date shall be required to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects only as of the date when madesuch specified date). The acceptance occurrence of the benefits Effective Date and the incurrence by the Borrower of each Credit Event the Loans hereunder on such date shall constitute a representation and warranty by the Borrower to each of the Agents and each of the Lenders that all of the applicable conditions specified in section 6.1 and/or 6.2, as the case may be, this Section 4 exist as of that time. All of the Notes, certificates, legal opinions and other documents and papers referred to in this section 6Section 4, unless otherwise specified, shall be delivered to the Administrative Agent at the Notice Office for the account of each of the Lenders and, except for the Notes, in sufficient counterparts or copies for each of the Lenders, Lenders and shall be in form and substance reasonably satisfactory to the Agents and the Administrative Agent will promptly distribute to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsRequired Lenders.

No Default; Representations and Warranties. At the time of each making of Loans and each issuance of a Letter of Credit Event and also after giving effect thereto, (i) there shall exist no Default or Event of Default and (ii) all representations and warranties of the made by any Credit Parties Party contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date of such Credit EventLoans or issuance of such Letter of Credit, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been be true and correct in all material respects as of the date when madesuch earlier date. The acceptance of the benefits of each Loan and/or the issuance of each Letter of Credit Event shall constitute a representation and warranty by the Borrower to each of the Lenders that all of the applicable conditions specified in section 6.1 Section 4.01 (in the case of Loans made and/or 6.2continued and Letters of Credit issued on the Restatement Effective Date) and/or 4.02 (in the case of all Loans and all Letters of Credit), as the case may be, exist have been satisfied as of that time. All of the certificates, legal opinions and other documents and papers referred to in this section 6Sections 4.01 and 4.02, unless otherwise specified, shall be delivered to the Administrative Agent for the account benefit of each of the Lenders and, except for the Notes, in sufficient counterparts for each of the Lenders, Lenders and the Administrative Agent will promptly distribute shall be reasonably satisfactory in form and substance to the Lenders their respective Notes and the copies of such other certificates, legal opinions and documentsAgents.