Common use of Conditions to Effectiveness of Extensions Clause in Contracts

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company (i) certifying and attaching the resolutions adopted by the Company approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.14, the representations and warranties contained in clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending Lender, the Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of the Company Borrower dated as of the Applicable applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company Borrower (i) certifying and attaching the resolutions adopted by the Company Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (1) in the case of the representations and warranties or, if already qualified as to materiality, in all respects and (2respects) otherwise, in all material respects on and as of the Applicable such Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or, if already qualified as to materiality, in all respects) as of such earlier date, and except that for purposes of this Section 2.14, the representations and warranties contained in clauses (a) and (b) of Section 5.05 5.03 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (b) and (c) of Section 6.01, as applicable, and (B) no Default existsexists or would result therefrom. In addition, on the Existing Maturity Date applicable to any of each Non-Extending Lender, the Borrowers Borrower shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company each Borrower dated as of the Applicable Anniversary Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company (i) such Borrower certifying and attaching the resolutions adopted by such Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and (ii) and, certifying that, before and after giving effect to such extension, (Ai) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary Existing Maturity Date, except in each case (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.14, (b) the representations and warranties contained in clauses subsections (ai) and (bii) of Section 5.05 6.01(e) shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.017.02, and (Bii) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending LenderDate, the Borrowers Company shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable Anniversary Extension Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company (i) certifying and attaching the resolutions adopted by the Company approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents 4 are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects (except that to the extent any representation or warranty is qualified by materiality, it shall be true and correct in all respects) on and as of the Applicable Anniversary Extension Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.142.9, the representations and warranties contained in clauses (a) Sections 4.5, 4.6 and (b) of Section 5.05 4.8 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.017.1, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-of each Non Extending LenderBank, the Borrowers Company shall prepay any Committed repay all Loans owing to such Non Extending Bank and outstanding on such date (and pay any additional amounts required pursuant to Section 3.053.8(c)) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders Banks effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company each Loan Party dated as of the Applicable Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company such Loan Party (i) certifying and attaching the resolutions adopted by the Company such Loan Party approving or consenting to such extension and (ii) in the case of the Company, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V X and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary DateDate in such Loan Year, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.146.18, the representations and warranties contained in clauses (a) and (b) of Section 5.05 10.4 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 of Section 6.0111.1, and (B) no Default existsexists or would result therefrom. In addition, on the Existing Maturity Termination Date applicable to any of each Non-Extending Lender, the Borrowers Company shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.057.5) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable applicable Subject Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company Borrower (i) certifying and attaching the resolutions adopted by the Company Borrower approving or consenting to such extension and (ii) certifying that, immediately before and immediately after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable applicable Subject Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.142.16, the representations and warranties contained in clauses subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending LenderSubject Anniversary Date, the Borrowers Borrower shall prepay any Committed Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Guarantor shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable Anniversary Extension Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company (i) certifying and attaching the resolutions adopted by the Company Guarantor and the Borrowers approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents VI are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary Extension Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.142.8, the representations and warranties contained in clauses subsections (a) and (b) of Section 5.05 6.5 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.017.1, and (B) no Default or Event of Default exists. In addition, on the Existing Maturity Stated Termination Date applicable to any of each Non-Extending Lender, the Borrowers shall prepay any Committed repay all Loans owing to such Non-Extending Lender and outstanding on such date (and pay any additional amounts required pursuant to Section 3.054.4) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Commitment Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company each Loan Party dated as of the Applicable Fifth Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company such Loan Party (i) certifying and attaching the resolutions adopted by the Company such Loan Party approving or consenting to such extension and (ii) in the case of the Company, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Fifth Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.142.15, the representations and warranties contained in clauses subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any of each Non-Extending Lender, the Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company each Loan Party dated as of the Applicable Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company such Loan Party (i) certifying and attaching the resolutions adopted by the Company such Loan Party approving or consenting to such extension and (ii) in the case of the Company, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V X and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary DateDate in such Loan Year, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.146.18, the representations and warranties contained in clauses (a) and (b) of Section 5.05 10.4 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 of Section 6.0111.1, and (B) no Default existsexists or would result therefrom. In addition, on the Existing Maturity Termination Date applicable to any of each Non-Extending Lender, the Borrowers Company shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.057.5) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.. 108 110393723.6 0063724-00082 115525625.4 0063724-00082

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable applicable Subject Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company Borrower (i) certifying and attaching the resolutions adopted by the Company Borrower approving or consenting to such extension and (ii) certifying that, immediately before and immediately after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable applicable Subject Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.14, the representations and warranties contained in clauses subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending LenderSubject Anniversary Date, the Borrowers Borrower shall prepay any Committed Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable applicable Subject Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company Borrower (i) certifying and attaching the resolutions adopted by the Company Borrower approving or consenting to such extension and (ii) certifying that, immediately before and immediately after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable applicable Subject Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.142.16, the representations and warranties contained in clauses subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending LenderSubject Anniversary Date, the Borrowers Borrower shall prepay any Committed Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of the Company dated as of the Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Company (i) certifying and attaching the resolutions adopted by the Company approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.14, the representations and warranties contained in clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clause 6.01 (a) of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date applicable to any Non-Extending Lender, the Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.