Common use of Solvency Certificate; Insurance Analyses Clause in Contracts

Solvency Certificate; Insurance Analyses. On the Restatement Effective Date, the Borrower shall cause to be delivered to the Agent and the Banks: (i) a certificate from the chief financial officer of the Borrower, in the form of Exhibit I hereto, supporting the conclusions that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, that each Credit Party, and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party businesses and will not have incurred debts beyond their ability to pay such debts as they mature and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.03, with respect to the business and properties of the Borrower and its Subsidiaries, in scope, form and substance satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Third Restatement Effective Date, the Borrower Administrative Agent shall cause to be delivered to the Agent and the Bankshave received: (i) a solvency certificate from the chief financial officer of the BorrowerParent, in the form of Exhibit I hereto, supporting the conclusions that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, that each Credit Party, and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party its or their businesses and will not have incurred debts beyond its or their ability to pay such debts as they mature mature, and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.03, with respect to the business and properties of the Borrower Parent and its Subsidiaries, in scope, form and substance satisfactory to the Agent Agents and the Required Banks and naming each of the Collateral Agent, the Agent Agents and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Borrowing Date, the Borrower shall cause to be delivered to the Agent and the Banks: (i) a solvency certificate from the chief financial officer Chief Financial Officer of the Borrower, in the form of Exhibit I heretoK, supporting which shall be addressed to the conclusions Agent and each of the Banks and dated the Initial Borrowing Date and in form and substance reasonably satisfactory to the Agent and the Required Banks, setting forth the conclusion that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, that each Credit Party, of the Borrower and all Credit Parties its Subsidiaries (taken as a whole, as ) and the case may be, Borrower (on a stand-alone basis) are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewithherewith, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due, and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.038.03, with respect to the business and properties of the Borrower and its Subsidiaries, in scope, form and substance reasonably satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Borrowing Date, the Borrower shall cause to be delivered to the Administrative Agent and the Banks: (i) a certificate from the chief financial officer of the BorrowerHoldings, in the form of Exhibit I K hereto, supporting the conclusions that, that after giving effect to the Transaction and the incurrence of all financings contemplated herein, herein that each Credit Party, and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.038.03, with respect to the business and properties of the Borrower Borrower, Holdings and its their respective Subsidiaries, in scope, form and substance satisfactory to the Administrative Agent and the Required Banks and naming each of the Collateral Agent, the Administrative Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled canceled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Funding ---------------------------------------- Date, the Borrower Holdings shall cause to be delivered to the Agent and the BanksLenders: (i) a solvency certificate from the chief financial officer Chief Financial Officer of the BorrowerHoldings, in the form of Exhibit I L hereto, supporting which shall be addressed to the conclusions Agent and each of the Lenders and dated the Initial Funding Date and in form and substance satisfactory to the Agent and the Required Lenders, setting forth the conclusion that, after giving effect to the Transaction and the incurrence of all financings contemplated hereinhereby, that each Credit Party, of Holdings and all Credit Parties taken as its Subsidiaries (on a whole, as consolidated basis) and the case may beBorrower and its Subsidiaries (on a consolidated basis), are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewithherewith and the Senior Credit Agreement, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due, and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.035.03, with respect to the business and properties of the Borrower Holdings and its Subsidiaries, in scope, form and substance satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral AgentLenders.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Borrowing Date, the Borrower shall cause to be delivered to the Agent and the Banks: (i) a certificate from the chief financial officer of the Borrower, in the form of Exhibit I hereto, supporting the conclusions that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, that each Credit PartyParty (on a stand-alone basis), and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party businesses and will not have incurred debts beyond their ability to pay such debts as they mature and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.03, with respect to the business and properties of the Borrower and its Subsidiaries, in scope, form and substance satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Borrowing Date, the Borrower shall cause to be delivered to the Agent Agents and the Banks: (i) a certificate from the chief financial officer of the BorrowerHoldings, in the form of Exhibit I J hereto, supporting the conclusions that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, herein that each Credit Party, and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.03, with respect to the business and properties of the Borrower Holdings and its Subsidiaries, in scope, form and substance satisfactory to the Agent Agents and the Required Banks and naming each of the Collateral Agent, the Agent Agents and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial ---------------------------------------- Borrowing Date, the Borrower Holdings shall cause to be delivered to the Agent and the Banks: (i) a solvency certificate from the chief financial officer Chief Financial Officer of the BorrowerHoldings, in the form of Exhibit I N hereto, supporting which shall be addressed to the conclusions Agent and each of the Banks and dated the Initial Borrowing Date and in form and substance satisfactory to the Agent and the Required Banks, setting forth the conclusion that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, that each Credit Party, of Holdings and all Credit Parties taken as its Subsidiaries (on a whole, as consolidated basis) and each subsidiary of the case may beBorrower and its Subsidiaries (on a consolidated basis), are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewithherewith, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.038.03, with respect to the business and properties of the Borrower Holdings and its Subsidiaries, in scope, form and substance satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.

Solvency Certificate; Insurance Analyses. On the Restatement Effective Initial Borrowing Date, the Borrower shall cause to be delivered to the Agent and the Banks: (i) a certificate from the chief financial officer of the BorrowerHoldings, in the form of Exhibit I EXHIBIT K hereto, supporting the conclusions that, after giving effect to the Transaction and the incurrence of all financings contemplated herein, herein that each Credit Party, and all Credit Parties taken as a whole, as the case may be, are not insolvent and will not be rendered insolvent by the Indebtedness incurred in connection therewith, will not be left with unreasonably small capital with which to engage in Credit Party their respective businesses and will not have incurred debts beyond their ability to pay such debts as they mature and become due and (ii) evidence (including, without limitation, certificates with respect to each insurance policy listed on Schedule II) of insurance, complying with the requirements of Section 7.038.03, with respect to the business and properties of the Borrower Holdings and its Subsidiaries, in scope, form and substance satisfactory to the Agent and the Required Banks and naming each of the Collateral Agent, the Agent and the Banks as an additional insured and the Collateral Agent as loss payee and stating that such insurance shall not be cancelled or revised without 30 days' prior written notice by the insurer to the Collateral Agent.