Common use of Conditions to All Credit Extensions after the Closing Date Clause in Contracts

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type, a continuation of Eurocurrency RateSOFR Loans or (except as otherwise set forth in Section 2.14, 2.15, 2.17, 2.18 or 10.01) a Borrowing pursuant to any Incremental Amendment, Section 2.15, 2.16, 2.17, 2.18 or with respect to any Replacement Term Loans) after the Closing Date is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date. (b) At the time of and immediately after giving effect to any Borrowing after the Closing Date, no Default shall have occurred and be continuing. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency RateSOFR Loans or a Borrowing in connection with any Incremental Amendment) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type, a continuation of Eurocurrency RateSOFR Loans Rate Loans, or (except as otherwise set forth in Section 2.14, 2.15, 2.17, 2.18 or 10.01) a Borrowing of Incremental Term Loans pursuant to any Incremental Amendment, Section 2.15, 2.16, 2.17, 2.18 or Amendment in connection with respect to any Replacement Term Loanswhich Borrower has made an LCT Election) after the Closing Date is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document shall be true and correct in all material respects (without duplication of materiality qualifiers) on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects (without duplication of materiality qualifiers) as of such earlier date. (b) At the time of and immediately after giving effect to any Borrowing after the Closing Date, no Default or Event of Default shall have occurred and be continuing. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency RateSOFR Rate Loans or a Borrowing in connection with any Incremental Amendment) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied or waived on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency RateSOFR Loans or (except as otherwise set forth in Section 2.14, 2.15, 2.17, 2.18 or 10.01) a Borrowing pursuant to any Incremental Amendment, Section 2.15, 2.16, 2.17, 2.18 or with respect to any Replacement Term SOFR Loans) after the Closing Date is subject to the following conditions precedent: (a) : The representations and warranties of the Borrower and each other Loan Party contained set forth in Article V or any and in each other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension; provided thatExtension with the same effect as though made on and as of such date, except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date. ; provided, that, any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (b) At the time of and immediately after giving effect to any Borrowing after the Closing Date, no qualification therein) in all respects on such respective dates. No Default shall have occurred and be continuing. (c) exist or would result from such proposed Credit Extension or from the application of the proceeds therefrom. The Administrative Agent and, if applicable, the relevant L/C Issuer or the relevant Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. After giving effect to any requested Credit Extension, the aggregate outstanding amount of all Total Outstandings does not exceed the Line Cap at such time. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency RateSOFR Loans or a Borrowing in connection with any Incremental AmendmentSOFR Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a4.02(i), (ii) and (biv) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension after the Closing Date (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency RateSOFR Term SOFR Loans or (except as otherwise set forth in Section 2.14, 2.15, 2.17, 2.18 or 10.01) a Borrowing pursuant to any Incremental Amendment, Section 2.15, 2.16, 2.17, 2.18 or with respect to any Replacement Term Eurocurrency Rate Loans) after the Closing Date is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V VI or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar |US-DOCS\126402975.16140630557.8|| language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (b) At the time of and immediately after giving effect to any Borrowing after the Closing Date, no No Default shall have occurred and be continuingexist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) Solely with respect to any Credit Extension under the Revolving Credit Facility, if as of the date of such Credit Extension and after giving effect thereto, the Total Outstandings (excluding Letters of Credit which have been Cash Collateralized in accordance with this Agreement) shall exceed 30.0% of the Total Revolving Credit Commitments, the financial covenant set forth in Section 8.10(a) shall be satisfied, calculated at the time of such Credit Extension by looking back to the last day of the prior fiscal quarter to determine if Holdings would have been in compliance with the financial covenant set forth in Section 8.10(a) as of such fiscal quarter end as if the financial covenant had been tested for such fiscal quarter (after giving pro forma effect to such Credit Extension). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency RateSOFR Term SOFR Loans or a Borrowing in connection with any Incremental AmendmentEurocurrency Rate Loans) submitted by the any Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

Conditions to All Credit Extensions after the Closing Date. The obligation of each Lender to honor any Request for Credit Extension (other than a 2018 Incremental Term Loan, Delayed Draw Term Loan or a Loan Notice requesting only a conversion of Loans to the other Type, a continuation of Eurocurrency RateSOFR RateTerm SOFR Loans and CDOR Rate Loans or (except as otherwise set forth herein or in Section 2.14, 2.15, 2.17, 2.18 or 10.01the applicable Incremental Amendment) a Borrowing pursuant to any Incremental Amendment, Section 2.15, 2.16, 2.17, 2.18 or with respect to any Replacement Term Loans) after the Closing Date is subject to the following conditions precedent: (a) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document shall be true and correct in all material respects (except for representations and warranties that are already qualified by materiality, which representations and warranties shall be true and correct after giving effect to such materiality qualifier) on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date. (b) At the time of and immediately after giving effect to any Borrowing after the Closing Date, no Default shall have occurred and be continuing. (c) The Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency RateSOFR RateTerm SOFR Loans and CDOR Rate Loans or a Borrowing in connection with any Incremental Amendment) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.