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

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 1 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Execution Date (as defined below) and as of the Amendment No. 3 4 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as As of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties made by any Credit Party contained in this Amendment, the Credit Agreement or in the other Loan Documents are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 10 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Tranche A Revolving Credit Commitment Effective Date, after giving effect to the amendments set forth in this AmendmentConversion Agreement, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 4 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, date hereof (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Credit Agreement and the Loan Documents are true and correct in all material respects (except for representations and warranties that are already qualified by materiality, in which case such representations and warranties shall be true and correct in all respects) on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that except for representations and warranties that are already qualified by materiality are materiality, in which case such representations and warranties shall be true and correct (after giving effect to any qualification thereof) in all respects on and respects) as of the date hereof)such earlier date.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Credit Agreement as amended hereby and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties made by the Borrower contained in the Credit Agreement or in the other Loan Documents are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 5 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties made by any Loan Party contained in the Amended Credit Agreement or in the other Loan Documents are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Closing Date, after giving effect to the amendments set forth in this AmendmentRestatement Agreement, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Original Credit Agreement, the Original Security Agreement and the Original Pledge Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 9 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date, (i) after giving effect to the amendments set forth in this AmendmentAgreement, (i) no Default or Event of Default exists shall have occurred and is be continuing and (ii) all each of the representations and warranties contained made by the Borrower set forth in Article III of the Credit Agreement or in any other Loan Document are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, Amendment No. 2 Effective Date (except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (provided that date, and, to the extent such representations and warranties that are qualified by materiality are as to materiality, Material Adverse Effect or similar language, such representations shall be true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofrespects).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Credit Agreement as amended hereby and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article 5 of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 4 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties made by any Loan Party contained in the Amended Credit Agreement or in the other Loan Documents are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 8 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 5 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 6 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date, after giving effect to the amendments set forth in this Amendment, Date (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 11 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists or Default has occurred under the Credit Agreement and is continuing and (ii) all the representations and warranties of the Borrower and each Loan Party contained in Article III of the Amended Credit Agreement or any other Loan Document are true and correct in all material respects on and as of the date hereofAmendment Effective Date; provided, as though made on and as of the date hereof, except that to the extent that such representations and warranties specifically refer relate to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (provided date; provided, further, that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as As of the Amendment No. 3 Restatement Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties made by any Credit Party contained in this Amendment, the Credit Agreement or in the other Loan Documents are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, Date (i) no Default or Event of Default exists and is continuing continuing, (ii) to the best of its knowledge, the information included in the Beneficial Ownership Certification is true and correct in all material respects on and as of the date hereof and (iiiii) all representations and warranties of the Loan Parties contained in the Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 8 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 5 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article 5 of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 5 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective DateDate (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereofhereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 2 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 12 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 4 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists has occurred and is continuing and (ii) all representations and warranties contained made by the Borrower or any other Loan Party in the Amended Credit Agreement or in any other Loan Document are true and correct in all material respects on and as of with the date hereof, same effect as though such representations and warranties had been made on and as of the date hereof, hereof (except to the extent that where such representations and warranties specifically refer expressly relate to an earlier date, in which case they such representations and warranties were true and correct in all material respects as of such earlier date (date); provided that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be (after giving effect to any qualification thereof) in all respects on and as of the date hereofsuch qualification).