Common use of Conditions Precedent to All Credit Events Clause in Contracts

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the obligation of the Lenders to effect any Credit Event is subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence of the requested Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding SectionSection 6.1., the obligation obligations of the Lenders to effect any Credit Event is make the Loans (including pursuant to Section 2.14.) are subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event making of the Loans or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; thereto and (b) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested Credit Event such Loan with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders at the time the Loans are made that all conditions to the making of the such Loans contained in this Article V. have been satisfiedVI. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding SectionSection 6.1., the obligation obligations of the (i) Lenders to effect make any Loan and (ii) the Issuing Bank to issue Letters of Credit Event is are each subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested making of such Loan or date of issuance of such Letter of Credit Event or would exist immediately after giving effect thereto, and no violation of the limits described in Section 2.13. would occur after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested such Loan or date of issuance of such Letter of Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (c) in the case of a borrowing of Revolving Loans, the Administrative Agent shall have received a timely Notice of Revolving Loans Borrowing, in the case of the borrowing of the Term Loans, the Administrative Agent shall have received a timely Notice of Term Loans Borrowing, and in the case of the issuance of a Letter of Credit the Issuing Bank and the Administrative Agent shall have received a timely request for the issuance of such Letter of Credit. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders at the time any Loan is made or any Letter of Credit is issued that all conditions to the making of the Loans such Loan or issuing of such Letter of Credit contained in this Article V. have been satisfiedVI. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding SectionSection 6.1., the obligation obligations of the Lenders to effect make any Credit Event is Loans (including pursuant to Section 2.14.) are subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event making of the Loans or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested Credit Event such Loan with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder; and (c) the Administrative Agent shall have received a timely Notice of Term Loan Borrowing. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders at the time the Loans are made that all conditions to the making of the such Loans contained in this Article V. have been satisfiedVI. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the obligation The obligations of the Lenders to effect make Revolving Loans and the Term Loans and of any Letter of Credit Event is Issuer to issue Letters of Credit are subject to the further conditions condition precedent that, as of the date of each such Revolving Loan, and Term Loan and Date of Issuance of each such Letter of Credit and after giving effect thereto: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect theretohave occurred and be continuing; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower in this Agreement and each the other Loan Party in the Loan Documents to which any of them it is a party, party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of such Loan or the requested Date of Issuance of such Letter of Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date); (c) no event or condition having a Material Adverse Effect with respect to the Borrower has occurred since the Effective Date and except for changes (d) the Borrower is in factual circumstances specifically and expressly permitted hereundercompliance with the Borrowing Base requirements. Each Notice of Borrowing, Continuation or Conversion, and Request for Letter of Credit Event delivered by the Borrower hereunder and each borrowing of Loans or issuance of a Letter of Credit shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving such Notice of notice relating to such Borrowing, Continuation or Conversion or Request for Letter of Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Eventborrowing or issuance, as of the date of the occurrence of such Credit Eventborrowing or issuance). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the effectiveness of this Agreement and the obligation of the Lenders to effect any Credit Event is subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence of the requested Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the obligation The obligations of the Lenders to effect make any Credit Event is Loans, and of the Issuing Bank to issue Letters of Credit, are all subject to the further conditions condition precedent that: (a) no Default or Event of Default shall exist have occurred and be continuing as of the date of the requested making of such Loan or date of issuance of such Letter of Credit Event or would exist immediately after giving effect thereto and no violation of the limits described in Section 2.17. would occur after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested such Loan or date of issuance of such Letter of Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically not prohibited under the Loan Documents; and expressly permitted hereunder(c) in the case of the borrowing of Revolving Loans, the Administrative Agent shall have received a timely Notice of Revolving Loan Borrowing, in the case of a Swingline Loan, the Swingline Lender shall have received a timely Notice of Swingline Borrowing, and in the case of the issuance of a Letter of Credit, the Issuing Bank and the Administrative Agent shall have received a timely request for the issuance of such Letter of Credit. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in clauses (a) and (b) of the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to if such Credit Event is the making of a Loan or the Loans on the Effective Dateissuance of a Letter of Credit, the Borrower shall be deemed to have represented to the Administrative Agent Agent, the Issuing Bank and the Lenders at the time such Loan is made or such Letter of Credit is issued that all conditions to the making occurrence of the Loans such Credit Event contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been satisfied or waived by the Lenders in accordance with the terms of this Agreement have been satisfiedas permitted hereunder.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the obligation The obligations of the Lenders to effect make any Credit Event is Loans, and of the Issuing Banks to issue Letters of Credit, are all subject to the further conditions condition precedent that: (a) no Default or Event of Default shall exist have occurred and be continuing as of the date of the requested making of such Loan or date of issuance of such Letter of Credit Event or would exist immediately after giving effect thereto and no violation of the limits described in Section 2.19. would occur after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested such Loan or date of issuance of such Letter of Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically not prohibited under the Loan Documents; and expressly permitted hereunder(c) in the case of the borrowing of any Revolving Loans and/or Term Loans, the Administrative Agent shall have received a timely Notice of Borrowing, in the case of a Swingline Loan, the Swingline Lender shall have received a timely Notice of Swingline Borrowing, and in the case of the issuance of a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a timely request for the issuance of such Letter of Credit. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in clauses (a) and (b) of the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to if such Credit Event is the making of a Loan or the Loans on the Effective Dateissuance of a Letter of Credit, the Borrower shall be deemed to have represented to the Administrative Agent Agent, the applicable Issuing Bank and the Lenders at the time such Loan is made or such Letter of Credit is issued that all conditions to the making occurrence of the Loans such Credit Event contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been satisfied or waived by the Lenders in accordance with the terms of this Agreement have been satisfiedas permitted hereunder.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the effectiveness of this Agreement and the obligation of the Lenders to effect any Credit Event is subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence of the requested Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder. ; (c) in the case of any Credit Event occurring during the period commencing on the date immediately following the Amendment Period Expiration Date and ending on the Post-Amendment Period Compliance Date, the Borrower shall have delivered to the Administrative Agent evidence of the Borrower’s compliance with the financial covenants set forth in Sections 9.1 (each as adjusted pursuant to the last paragraph of Section 9.1) using pro forma projections based upon results through the most recently ended period for which such financial information is available to the Borrower, (d) in the case of any Credit Event occurring during the Amendment Period and continuing thereafter until the Post-Amendment Period Compliance Date, upon giving effect to such Credit Event, the Borrower shall be in compliance with the Amendment Period Incurrence Conditions, and (e) in the case of any Credit Event occurring on or after May 29, 2021, the Initial Mortgage Collateral Requirement shall have been satisfied. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect Each Credit Event shall constitute a certification by the Borrower to the making effect set forth in the preceding sentence (both as of the Loans on date of the Effective Dategiving of notice relating to such Credit Event and, unless the Borrower shall be deemed to have represented to otherwise notifies the Administrative Agent and the Lenders that all conditions prior to the making date of such Credit Event, as of the Loans contained in this Article V. have been satisfieddate of the occurrence of such Credit Event). Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, is subject, at the time of each such Credit Event, to the satisfaction of the conditions that at the time of each Credit Event is subject to the further conditions precedent that: and also after giving effect thereto, (a) there shall exist no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; providedDefault, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the all representations and warranties made contained herein or deemed made by the Borrower and each other Loan Party in the Loan other Credit Documents to which any of them is a party, shall be true and correct in all material respects (except in with the case of a representation or warranty qualified by materiality, in which case same effect as though such representation or warranty shall be true representations and correct in all respects) warranties had been made on and as of the date of the occurrence of the requested such Credit Event with the same force and effect as if made on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date (date, in which case such representations representation and warranties warranty shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and respect as of such earlier date) and except (c) the Borrower shall have certified compliance on a pro forma basis (after giving effect to (i) the proposed Credit Event and (ii) the addition of Aircraft to, and/or the removal of Aircraft from, the Collateral Pool in accordance with Section 8.10 occurring after the end of the immediately preceding Test Period) with covenant set forth in Section 9.14 (without giving effect to the cure periods in such Sections), and, for changes purposes of this clause (c), the value of any Aircraft added to the Collateral Pool pursuant to Section 8.10 and not otherwise included in factual the most recent Aircraft Appraisal delivered to the Administrative Agent pursuant to the terms hereof shall be based on the fair market value of such Aircraft (as reasonably determined in good faith by the Borrower. For the avoidance of doubt, the obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, shall be subject to satisfaction of each of the foregoing conditions under this Section 6.2 in all circumstances specifically other than (i) as expressly provided in Section 1.2(n) in the case of any Loans made to finance a Limited Condition Acquisition and expressly permitted hereunder(ii) Section 2.14(d) with respect to any Limited Condition Transaction funded with the proceeds of Incremental Commitments. Each The acceptance of the benefits of each Credit Event shall constitute a certification representation and warranty by the Borrower to each of the effect set forth Lenders that all of the applicable conditions specified in Section 6.1, and/or Section 6.2, as the preceding sentence (both case may be, exist as of the date that time. All of the giving of notice relating certificates, legal opinions and other documents and papers referred to such Credit Event andin this Section 6, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Eventspecified, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented delivered to the Administrative Agent and at its Notice Office for the Lenders that all conditions to the making benefit of each of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfiedLenders.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, is subject, at the time of each such Credit Event, to the satisfaction of the conditions that at the time of each Credit Event is subject to the further conditions precedent that: and also after giving effect thereto, (a) there shall exist no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; providedDefault, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the all representations and warranties made contained herein or deemed made by the Borrower and each other Loan Party in the Loan other Credit Documents to which any of them is a party, shall be true and correct in all material respects (except in with the case of a representation or warranty qualified by materiality, in which case same effect as though such representation or warranty shall be true representations and correct in all respects) warranties had been made on and as of the date of the occurrence of the requested such Credit Event with the same force and effect as if made on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date (date, in which case such representations representation and warranties warranty shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and respect as of such earlier date) and except (c) theunless a Collateral Suspension Period is in effect at the time of such Credit Event, the Borrower shall have certified compliance on a pro forma basis (after giving effect to (i) the proposed Credit Event and (ii) the addition of Aircraft to, and/or the removal of Aircraft from, the Collateral Pool in accordance with Section 8.10 occurring after the end of the immediately preceding Test Period) with covenant set forth in Section 9.14 (without giving effect to the cure periods in such Sections), and, for changes purposes of this clause (c), the value of any Aircraft added to the Collateral Pool pursuant to Section 8.10 and not otherwise included in factual the most recent Aircraft Appraisal delivered to the Administrative Agent pursuant to the terms hereof shall be based on the fair market value of such Aircraft (as reasonably determined in good faith by the Borrower. For the avoidance of doubt, the obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, shall be subject to satisfaction of each of the foregoing conditions under this Section 6.2 in all circumstances specifically other than (i) as expressly provided in Section 1.2(n) in the case of any Loans made to finance a Limited Condition Acquisition and expressly permitted hereunder(ii) Section 2.14(d) with respect to any Limited Condition Transaction funded with the proceeds of Incremental Commitments. Each The acceptance of the benefits of each Credit Event shall constitute a certification representation and warranty by the Borrower to each of the effect set forth Lenders that all of the applicable conditions specified in Section 6.1, and/or Section 6.2, as the preceding sentence (both case may be, exist as of the date that time. All of the giving of notice relating certificates, legal opinions and other documents and papers referred to such Credit Event andin this Section 6, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Eventspecified, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented delivered to the Administrative Agent and at its Notice Office for the Lenders that all conditions to the making benefit of each of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfiedLenders.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding SectionSection 6.1., the obligation obligations of the (i) Lenders to effect make any Loan and (ii) the Issuing Bank to issue Letters of Credit Event is are each subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the requested making of such Loan or date of issuance of such Letter of Credit Event or would exist immediately after giving effect thereto, and no violation of the limits described in Section 2.15. would occur after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested such Loan or date of issuance of such Letter of Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (c) in the case of a borrowing of Revolving Loans, the Administrative Agent shall have received a timely Notice of Revolving Loans Borrowing, in the case of a Swingline Loan, the Swingline Lender shall have received a timely Notice of Swingline Borrowing, in the case of the borrowing of Term Loans, the Administrative Agent shall have received a timely Notice of Term Loans Borrowing, and in the case of the issuance of a Letter of Credit the Issuing Bank and the Administrative Agent shall have received a timely request for the issuance of such Letter of Credit. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent Agent, the Issuing Bank and the Lenders at the time any Loan is made or any Letter of Credit is issued that all conditions to the making of the Loans such Loan or issuing of such Letter of Credit contained in this Article V. have been satisfiedVI. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, is subject, at the time of each such Credit Event, to the satisfaction of the conditions that at the time of each Credit Event is subject to the further conditions precedent that: and also after giving effect thereto, (a) there shall exist no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; providedDefault, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the all representations and warranties made contained herein or deemed made by the Borrower and each other Loan Party in the Loan other Credit Documents to which any of them is a party, shall be true and correct in all material respects (except in with the case of a representation or warranty qualified by materiality, in which case same effect as though such representation or warranty shall be true representations and correct in all respects) warranties had been made on and as of the date of the occurrence of the requested such Credit Event with the same force and effect as if made on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date (date, in which case such representations representation and warranties warranty shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and respect as of such earlier date) and except (c) unless a Collateral Suspension Period is in effect at the time of such Credit Event, the Borrower shall have certified compliance on a pro forma basis (after giving effect to (i) the proposed Credit Event and (ii) the addition of Aircraft to, and/or the removal of Aircraft from, the Collateral Pool in accordance with Section 8.10 occurring after the end of the immediately preceding Test Period) with covenant set forth in Section 9.14 (without giving effect to the cure periods in such Sections), and, for changes purposes of this clause (c), the value of any Aircraft added to the Collateral Pool pursuant to Section 8.10 and not otherwise included in factual the most recent Aircraft Appraisal delivered to the Administrative Agent pursuant to the terms hereof shall be based on the fair market value of such Aircraft (as reasonably determined in good faith by the Borrower. For the avoidance of doubt, the obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, shall be subject to satisfaction of each of the foregoing conditions under this Section 6.2 in all circumstances specifically other than (i) as expressly provided in Section 1.2(n) in the case of any Loans made to finance a Limited Condition Acquisition and expressly permitted hereunder(ii) Section 2.14(d) with respect to any Limited Condition Transaction funded with the proceeds of Incremental Commitments. Each The acceptance of the benefits of each Credit Event shall constitute a certification representation and warranty by the Borrower to each of the effect set forth Lenders that all of the applicable conditions specified in Section 6.1, and/or Section 6.2, as the preceding sentence (both case may be, exist as of the date that time. All of the giving of notice relating certificates, legal opinions and other documents and papers referred to such Credit Event andin this Section 6, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Eventspecified, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented delivered to the Administrative Agent and at its Notice Office for the Lenders that all conditions to the making benefit of each of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfiedLenders.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, is subject, at the time of each such Credit Event, to the satisfaction of the conditions that at the time of each Credit Event is subject to the further conditions precedent that: and also after giving effect thereto, (a) there shall exist no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; providedDefault, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the all representations and warranties made contained herein or deemed made by the Borrower and each other Loan Party in the Loan other Credit Documents to which any of them is a party, shall be true and correct in all material respects (except in with the case of a representation or warranty qualified by materiality, in which case same effect as though such representation or warranty shall be true representations and correct in all respects) warranties had been made on and as of the date of the occurrence of the requested such Credit Event with the same force and effect as if made on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date (date, in which case such representations representation and warranties warranty shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and respect as of such earlier date), (c) the Borrower shall have delivered a certificate to the Administrative Agent demonstrating compliance on a pro forma basis after giving effect to the proposed Credit Event with covenants set forth in Section 9.14 and except for changes Section 9.15 (without giving effect to the cure periods in factual circumstances specifically such Sections), which certification shall include the following information in form and expressly permitted hereundercontent reasonably acceptable to the Administrative Agent: a schedule of all Aircraft then included in the Collateral Pool, the most recent appraised value of such Aircraft, the location of such Aircraft and an indication of whether any such Aircraft is then subject to any lease and (d) since December 31, 2015, there shall have been no event, change, condition or occurrence that has had, or could reasonably be expected to have, a Material Adverse Effect. Each The acceptance of the benefits of each Credit Event shall constitute a certification representation and warranty by the Borrower to each of the effect set forth Lenders that all of the applicable conditions specified in Section 6.1, and/or Section 6.2, as the preceding sentence (both case may be, exist as of the date that time. All of the giving of notice relating certificates, legal opinions and other documents and papers referred to such Credit Event andin this Section 6, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Eventspecified, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented delivered to the Administrative Agent and at its Notice Office for the Lenders that all conditions to the making benefit of each of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfiedLenders.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver The obligations of the conditions precedent contained in Lender to make Revolving Loans and the immediately preceding Section, the obligation Term Loan and to issue or amend Letters of the Lenders to effect any Credit Event is subject to the further conditions condition precedent that, as of the date of each such Credit Event after giving effect thereto: (a) no Default or Event of Default shall exist as of the date of the requested Credit Event have occurred and be continuing or would exist immediately after giving effect theretooccur as a result of such Credit Event; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower in this Agreement and the other Loan Documents to which it is a party and by each other Loan Party in the Loan Documents to which any of them it is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested such Credit Event with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder; (c) no Materially Adverse Effect has occurred since the Effective Date; and (d) the amount of any Borrowing or Revolving Loans or the Stated Amount of any Letter of Credit to be issued on such date does not exceed the Unused Commitment or cause the Borrower to breach clause (b) of Section 6.08. Each Credit Event Notice of Borrowing delivered by the Borrower to the Lender hereunder and each Borrowing of Loans shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the such Credit Event and after giving of notice relating effect to such Credit Event andEvent) and such Notice of Borrowing shall have attached to it a Compliance Certificate based on the last financial statements delivered to the Lender pursuant to Article VII hereof, unless the Borrower otherwise notifies the Administrative Agent showing compliance immediately prior to the date of and after such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfiedBorrowing.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any Credit Event make the Loans, is subject to the further conditions condition precedent that: (a) no Default Default, or Event of Default shall exist have occurred and be continuing as of the date of the requested Credit Event making of the Loans or would exist immediately after giving effect thereto; provided, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the occurrence making of the requested Credit Event Loans with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically not prohibited hereunder and expressly permitted hereunder(c) in the case of the borrowing of the Loans, the Agent shall have received the Notice of Borrowing. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders at the time the Loans are made that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been satisfied or waived by the Lenders in accordance with the terms of this Agreement have been satisfiedas permitted hereunder.

Conditions Precedent to All Credit Events. In addition to the satisfaction or waiver of the conditions precedent contained in the immediately preceding Section, the The obligation of the Lenders to effect any make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, is subject, at the time of each such Credit Event, to the satisfaction of the conditions that at the time of each Credit Event is subject to the further conditions precedent that: and also after giving effect thereto, (a) there shall exist no Default or Event of Default shall exist as of the date of the requested Credit Event or would exist immediately after giving effect thereto; providedDefault, however, that a LIBOR Loan may be Converted into a Base Rate Loan notwithstanding the existence of a Default or Event of Default; and (b) the all representations and warranties made contained herein or deemed made by the Borrower and each other Loan Party in the Loan other Credit Documents to which any of them is a party, shall be true and correct in all material respects (except in with the case of a representation or warranty qualified by materiality, in which case same effect as though such representation or warranty shall be true representations and correct in all respects) warranties had been made on and as of the date of the occurrence of the requested such Credit Event with the same force and effect as if made on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date (date, in which case such representations representation and warranties warranty shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and respect as of such earlier date) and except for changes (c) since December 31, 2010, there shall have been no event, change, condition or occurrence that has had, or could reasonably be expected to have, a Material Adverse Effect. In addition to other conditions precedent herein set forth, if any Lender is a Defaulting Lender at the time of and immediately after giving effect to such Borrowing or the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, the Letter of Credit Issuer will not be required to issue, amend or increase any Letter of Credit and the Swingline Lender will not be required to make any Swingline Loans, unless in factual circumstances specifically each case it is satisfied that all related Letter of Credit Exposure and expressly permitted hereunder. Each Credit Event shall constitute a certification Swingline Exposure of such Defaulting Lender is fully covered or eliminated by the Borrower any combination satisfactory to the effect set forth in Letter of Credit Issuer or the preceding sentence (both Swingline Lender, as the case may be, of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, with respect to the making of the Loans on the Effective Date, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders that all conditions to the making of the Loans contained in this Article V. have been satisfied. Unless set forth in writing to the contrary, the making of its Loan by a Lender on the Effective Date shall constitute a certification by such Lender to the Administrative Agent and the other Lenders that the conditions precedent for initial Loans set forth in Sections 5.1. and 5.2. that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.following: