Common use of Effectiveness of Refinancing Amendment Clause in Contracts

Effectiveness of Refinancing Amendment. The effectiveness of any Refinancing Amendment, and the Refinancing Commitments thereunder, shall be subject to the satisfaction on the date thereof (a “Refinancing Facility Closing Date”) of each of the following conditions, together with any other conditions set forth in the Refinancing Amendment: (i) after giving effect to such Refinancing Commitments and any Loans to be incurred thereunder on the applicable Refinancing Facility Closing Date, (x) the representations and warranties of each Loan Party set forth in Article 3 and in each other Loan Document shall be true and correct in all material respects on and as of the effective date of such Refinancing Amendment with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, however, that, any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates and (y) no Default or Event of Default shall exist or would result from the incurrence of such Refinancing Commitments, any proposed Borrowing thereunder on the applicable Refinancing Facility Closing Date or from the application of the proceeds therefrom; (ii) each Refinancing Term Commitment shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced Debt) and each Refinancing Revolving Credit Commitment shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced Debt); and (iii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates (including solvency certificates) consistent with those delivered on the Closing Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (B) reaffirmation agreements and/or such amendments to the Collateral Documents as may be reasonably requested by the Administrative Agent in order to ensure that such Refinancing Lenders are provided with the benefit of the applicable Loan Documents.

Effectiveness of Refinancing Amendment. The effectiveness of any Refinancing Amendment, and the Refinancing Commitments thereunder, shall be subject to the satisfaction on the date thereof (a “Refinancing Facility Closing Date”) of each of the following conditions, together with any other conditions set forth in the Refinancing Amendment: (i) after giving effect to such Refinancing Commitments and any Loans to be incurred thereunder on commitments, except as otherwise agreed by the applicable Refinancing Facility Closing DateLenders, (x) the representations and warranties of each Loan Party set forth in Article 3 III and in each other Loan Document shall be true and correct in all material respects on and as of the effective date of such Refinancing Amendment Facility Closing Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and 59562397_5 LEGAL_US_E # 113892680.8124105178.14 correct in all material respects as of such earlier date; provided, howeverfurther, that, any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates dates, and (y) except as otherwise agreed by the Refinancing Lenders, no Default or Event of Default shall exist or would result from the incurrence of such Refinancing Commitments, any proposed Borrowing thereunder on the applicable Refinancing Facility Closing Date Loan or from the application of the proceeds therefrom; (ii) unless the Administrative Agent otherwise agrees, each Refinancing Term Commitment shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 5,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 5,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced Debt) and each Refinancing Revolving Credit Commitment shall be in an aggregate principal amount Debt that is not less than $10,000,000 and shall be in an increment the form of $1,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced DebtLoans); and (iii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (Ai) customary legal opinions, board resolutions and officers’ certificates (including solvency certificates) consistent with those delivered on the Closing Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (Bii) reaffirmation agreements and/or such amendments to the Collateral Loan Documents as may be reasonably requested by the Administrative Agent in order to ensure that such Refinancing Lenders are provided with the benefit of the applicable Loan Documents.

Effectiveness of Refinancing Amendment. The effectiveness of any Refinancing Amendment, and the Refinancing Commitments thereunder, shall be subject to the satisfaction on the date thereof (a “Refinancing Facility Closing Date”) of each of the following conditions, together with any other conditions set forth in the Refinancing Amendment: (i) after giving effect to such Refinancing Commitments and any Loans to be incurred thereunder on commitments, except as otherwise agreed by the applicable Refinancing Facility Closing DateLenders, (x) the representations and warranties of each Loan Party Guarantor set forth in Article 3 III and in each other Loan Document shall be true and correct in all material respects on and as of the effective date of such Refinancing Amendment Facility Closing Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, howeverfurther, that, any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates dates, and (y) except as otherwise agreed by the Refinancing Lenders, no Default or Event of Default shall exist or would result from the incurrence of such Refinancing Commitments, any proposed Borrowing thereunder on the applicable Refinancing Facility Closing Date Incremental Loan or from the application of the proceeds therefrom; (ii) each Refinancing Term Commitment shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 5,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 5,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced Debt) and each Refinancing Revolving Credit Commitment shall be in an aggregate principal amount Debt that is not less than $10,000,000 and shall be in an increment the form of $1,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced DebtLoans); and (iii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (Ai) customary legal opinions, board resolutions and officers’ certificates (including solvency certificates) consistent with those delivered on the Closing Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (Bii) reaffirmation agreements and/or such amendments to the Collateral Security Documents as may be reasonably requested by the Administrative Agent in order to ensure that such Refinancing Lenders are provided with the benefit of the applicable Loan Documents.

Effectiveness of Refinancing Amendment. The effectiveness of any Refinancing Amendment, and the Refinancing Commitments thereunder, shall be subject to the satisfaction on the date thereof (a “Refinancing Facility Closing Date”) of each of the following conditions, together with any other conditions set forth in the Refinancing Amendment: (i) after giving effect to such Refinancing Commitments and any Loans to be incurred thereunder on commitments, except as otherwise agreed by the applicable Refinancing Facility Closing DateLenders, (x) the representations and warranties of each Loan Party set forth in Article 3 III and in each other Loan Document shall be true and correct in all material respects on and as of the effective date of such Refinancing Amendment Facility Closing Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, howeverfurther, that, any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates dates, and (y) except as otherwise agreed by the Refinancing Lenders, no Default or Event of Default shall exist or would result from the incurrence of such Refinancing Commitments, any proposed Borrowing thereunder on the applicable Refinancing Facility Closing Date Loan or from the application of the proceeds therefrom;; Table of Contents (ii) each Refinancing Term Commitment shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 5,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 5,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced Debt) and each Refinancing Revolving Credit Commitment shall be in an aggregate principal amount Debt that is not less than $10,000,000 and shall be in an increment the form of $1,000,000 (provided that such amount may be less than $10,000,000 and not in an increment of $1,000,000 if such amount is equal to the entire outstanding principal amount of Refinanced DebtLoans); and (iii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (Ai) customary legal opinions, board resolutions and officers’ certificates (including solvency certificates) consistent with those delivered on the Closing Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (Bii) reaffirmation agreements and/or such amendments to the Collateral Loan Documents as may be reasonably requested by the Administrative Agent in order to ensure that such Refinancing Lenders are provided with the benefit of the applicable Loan Documents.