Common use of Each Borrowing Clause in Contracts

Each Borrowing. The obligation of each Lender to make a Loan on the occasion of any Borrowing under any Participating Credit Agreement is subject to the satisfaction of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time of and immediately after giving effect to such Borrowing, the representations and warranties of the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects on and as of the date of such Borrowing, except any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall have been true and correct in all material respects as of such earlier date. (b) At the time of and immediately after giving effect to such Borrowing, no Default shall have occurred and be continuing. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings and the Borrower on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit Agreement.

Each Borrowing. The obligation of each Lender to make a any Loan on and of the occasion Issuing Banks to issue, amend, renew or extend any Letter of any Borrowing under any Participating Credit Agreement hereunder is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time of and immediately after giving effect to such Borrowing, the The representations and warranties (other than those set forth in Sections 3.06 and 3.07 in the case of Borrowings made, or Letters of Credit issued, amended, renewed or extended, as applicable, after the Effective Date) of the Loan Parties Borrowers set forth in the Loan Documents shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing or such issuance, except any such representation and warranty that expressly relates to an earlier dateamendment, in which case such representation and warranty shall have been true and correct in all material respects renewal or extension of a Letter of Credit, as of such earlier dateapplicable. (b) At the time of and immediately after giving effect to such BorrowingBorrowing or such issuance, amendment, renewal or extension of any Letter of Credit, as applicable, no Default shall have occurred and be continuing. Each Borrowing and each issuance, amendment, renewal or extension of a Letter of Credit shall be deemed to constitute a representation and warranty by Holdings and the Borrower Company on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit AgreementSection.

Each Borrowing. The obligation of each Lender the Lenders set forth on Schedule 1 to make a any Loan on the occasion of any Borrowing under any Participating Credit Agreement is subject to the satisfaction of the following additional conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At The Designated ▇▇▇▇▇▇ shall have received a Borrowing Request therefor at no later than 10:00 a.m., New York City time, five Business Days prior to the time date of and immediately after giving effect to such Borrowing, the . (b) The representations and warranties of the Loan Parties Borrower set forth in the Loan Documents Article III shall be true and correct in all material respects on and as of the date of such BorrowingBorrowing with the same effect as though made on and as of such date, except any such representation other than representations and warranty warranties that expressly relates relate solely to an earlier date; provided that where such representations and warranties are already qualified by materiality, in which case such representation representations and warranty warranties shall have been be true and correct in all material respects as of the date of such Borrowing or such earlier date, as applicable. (bc) At the time No Default or Event of and immediately after giving effect to such Borrowing, no Default shall have occurred and be continuingcontinuing or shall occur from such Loan or from the application of the proceeds thereof. (d) In the case of any borrowing of Term Loans, the fee set forth in Section 2.04(b) shall have been paid by the Borrower. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings and the Borrower on the date thereof as to of such Borrowing that the matters conditions specified in paragraphs (aSections 4.02(b) and (b4.02(c) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit Agreementhave been satisfied.

Each Borrowing. The obligation of each Lender to make a Loan on the occasion of any Borrowing under any Participating Credit Agreement is subject to the satisfaction of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time of and immediately after giving effect to such Borrowing, the The representations and warranties of each of the Loan Parties Company and the Borrower set forth in the Loan Documents this Agreement shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the date of such Borrowing 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 on and as of the date of such Borrowing, except any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall have been true and correct in all material respects as of such earlier date). (b) At the time of and immediately after giving effect to such Borrowing, no Default or Event of Default shall have occurred and be continuing. (c) The Borrower shall have requested a Borrowing in accordance with Section 2.03. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings each of the Company and the Borrower on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit AgreementSection.

Each Borrowing. The obligation of each Lender to make --------------- a Loan on the occasion of any Borrowing under any Participating Credit Agreement is subject to the satisfaction of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time of and immediately after giving effect to such Borrowing, the representations and warranties of the Loan Parties Borrower set forth in the Loan Documents shall be true and correct (or, in the case of representations and warranties that are not qualified as to materiality, true and correct in all material respects respects) on and as of the date of such Borrowing, Borrowing (except any to the extent such representation representations and warranty that warranties expressly relates refer to an earlier date, in which case such representation and warranty they shall have been be true and correct in all material respects as of such earlier date). (b) At the time of and immediately after giving effect to such Borrowing, Borrowing no Default shall have occurred and be continuing. (c) At the time of and immediately after giving effect to such Borrowing, the Purchase Agreement shall be in full force and effect and the Borrower shall be in substantial compliance therewith. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings and the Borrower on the date thereof as to the matters specified in paragraphs (a), (b) and (bc) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit AgreementSection.

Each Borrowing. The obligation of each Lender to make a -------------- Loan on the occasion of any Borrowing under any Participating Credit Agreement is shall be subject to the satisfaction of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time The representations and warranties of and immediately after giving effect to such Borrowing, each Borrower set forth in Article III of this Agreement (except the representations and warranties of the Loan Parties set forth made by each Borrower in the Loan Documents Sections 3.06 and 3.08) shall be true and correct in all material respects on and as of the date of such Borrowing, Borrowing (except to the extent any such representation and warranty that of them expressly relates relate to an earlier date, in which case such representation representations and warranty warranties shall have been be true and correct in all material respects on and as of such earlier date). (b) At the time of and immediately after giving effect to such Borrowing, no Default shall have occurred and be continuing. (c) All legal matters incident to such Borrowing shall be reasonably satisfactory to the Lenders and their counsel. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings and the each Borrower on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit AgreementSection.

Each Borrowing. The obligation of each Lender to make a Loan on the occasion of any Borrowing under any Participating Credit Agreement is shall be subject to the satisfaction of the following conditions, in addition to any conditions set forth in the applicable Participating Credit Agreement: (a) At the time of and immediately after giving effect to such Borrowing, the The representations and warranties of the Loan Parties Borrower set forth in Article III of this Agreement (except the Loan Documents representations and warranties made by the Borrower in Sections 3.06 and 3.08) shall be true and correct in all material respects on and as of the date of such Borrowing, Borrowing (except to the extent any such representation and warranty that of them expressly relates relate to an earlier date, in which case such representation representations and warranty warranties shall have been be true and correct in all material respects on and as of such earlier date). (b) At the time of and immediately after giving effect to such Borrowing, no Default shall have occurred and be continuing. (c) All legal matters incident to such Borrowing shall be reasonably satisfactory to the Lenders and their counsel. Each Borrowing shall be deemed to constitute a representation and warranty by Holdings and the Borrower on the date thereof as to the matters specified in paragraphs (a) and (b) of this Section 4.02 and as to the satisfaction of any additional conditions to such Borrowing set forth in the applicable Participating Credit AgreementSection.