Common use of Performance; No Default Clause in Contracts

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing, and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the Closing, Closing and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), paragraph 8I) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement the Financing Agreements required to be performed or complied with by it each such Obligor prior to or at the Closing, . Before and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.145.16), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the Closing, . Before and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Transaction Entities shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing, Closing Date. Before and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.146.19), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this each Financing Agreement required to be performed or complied with by it prior to or at the Closingapplicable Closing Day, and after giving effect to the issue and sale of the Accepted Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the Closing, . Before and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.. 4850-4933-9817 v1

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the Closing, . Before and after giving effect to the issue and sale of the Series B Notes (and the application of the proceeds thereof as contemplated by Section 5.14), (i) no Default or Event of Default (each term as defined in the Original Agreement) shall have occurred and be continuing and (ii) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied in all material respects with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing, Closing and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), ) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the Closing, . Before and after giving effect to the issue and sale of the Series C Notes (and the application of the proceeds thereof as contemplated by Section 5.14), (i) no Default or Event of Default (each term as defined in the Existing Agreement) shall have occurred and be continuing and (ii) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor of the Obligors shall have performed and complied in all material respects with all agreements and conditions contained in this Agreement and the other Note Documents required to be performed or complied with by it on or prior to or at the ClosingPurchase Date and, and after giving effect to the issue and sale of the Notes (and to the application of the proceeds thereof therefrom as contemplated by Section 5.14)5.7, no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor of the Obligors shall have performed and complied with all agreements and conditions contained in this Agreement and the other Note Documents required to be performed or complied with by it prior to or at the ClosingClosing and, and after giving effect to the issue and sale of the Notes (and to the application of the proceeds thereof therefrom as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Series C Deferred Closing, and after giving effect to the issue and sale of the Series C Notes (and the application of the proceeds thereof as contemplated by Section 5.14), 5.10) no Potential Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it them prior to or at the applicable Closing, . Before and after giving effect to the issue and sale of the Notes to be issued at such Closing (and the application of the proceeds thereof with respect to such Notes as contemplated by Section 5.14), ) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor of the Obligors shall have performed and complied with all agreements and conditions contained in this Agreement and the other Note Documents required to be performed or complied with by it prior to or at the ClosingInitial Closing and, and after giving effect to the issue and sale of the Initial Notes (and to the application of the proceeds thereof therefrom as contemplated by Section 5.14)5.15, no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing, Closing and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), ) no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all material agreements and conditions contained in this Agreement required to be performed or complied with by it the Obligors prior to or at the Closing, . Before and after giving effect to the issue and sale of the applicable Notes (and the application of the proceeds thereof as contemplated by Section 5.14), (i) no Default or Event of Default shall have occurred and be continuingcontinuing and (ii) no Change of Control shall have occurred.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Series D Deferred Closing, and after giving effect to the issue and sale of the Series D Notes (and the application of the proceeds thereof as contemplated by Section 5.14), 5.10) no Potential Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closingeach Closing and, and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section Schedule 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and complied with all agreements and conditions contained in this Agreement and the other Finance Documents required to be performed or complied with by it them prior to or at the such Closing, . Before and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor The Obligors shall have performed and ----------------------- complied with all agreements and conditions contained in this Agreement the Transaction Documents required to be performed or complied with by it prior to or at the Closing, Closing and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.145.01(s), ) no --------------- Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing, Closing and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14)) and the consummation of the Acquisition and the Transactions, no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor of the Obligors shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at as of the Closingapplicable Closing Day, and after giving effect to the issue and sale of the Notes (and the application of the proceeds thereof as contemplated by Section 5.14thereof), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at on the Closingapplicable Closing Day and, and after giving effect to the issue and sale of the applicable Notes (and the application of the proceeds thereof as contemplated by Section 5.14Schedule 5.13), no Default or Event of Default shall have occurred and be continuing.

Performance; No Default. Each Obligor shall have performed and complied with all agreements and conditions contained in this Agreement or the Guarantee Agreement, as the case may be, required to be performed or complied with by it prior to or at the such Closing, . Before and after giving effect to the issue and sale of the any Notes (and the application of the proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing.