Common use of Federal Regulations Clause in Contracts

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for the purpose, whether immediate, incidental, or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder and no Letters of Credit will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender, the Issuing Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent Agent, the Issuing Lender and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U the provisions of the Board of Governors regulations of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U‑1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation U as now and from time to time hereafter in effect (except in a manner which is not in violation of Regulation U or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, X) or for any purpose which violates Regulation U the provisions of the Regulations of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governors. If requested by any Lender Bank or the Administrative Agent, the Company will furnish to the Administrative Agent and each Lender Bank a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, as now and from time to time hereafter in effect or which would be inconsistent with or violate, for any purpose that violates the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company relevant Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect without prior written notice to the Administrative Agent or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative Agent, the Company Parent Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Revolving Credit Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, System as now and from time to time hereafter in effect or for any purpose which would be inconsistent with or violate, violates the provisions of any of the Regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used used, directly or indirectly, for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock the quoted terms under Regulation U of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve Systemviolates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by the Agent or any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” (within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of as now and from time to time hereafter in effect) in a manner or in circumstances that would constitute or result in non-compliance by any Credit Party or the Federal Reserve System, or which would be inconsistent Lender with or violate, the provisions of any Regulations U, T or X of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” (within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions as now and from time to time hereafter in effect) in a manner that is in violation of any of the Regulations of such the Board or for any purpose that otherwise violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U the provisions of the Board of Governors regulations of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.U, as the case may be.

Federal Regulations. No Letters of Credit and no part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation G or ultimate, Regulation U of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.G or Regulation U, as the case may be.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and ------------------- no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe FRB. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.U of the FRB.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe FRB. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.U of the FRB.

Federal Regulations. No part of the Letters of Credit or the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock", within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, System as now and from time to time hereafter in effect or for any purpose which would be inconsistent with or violate, violates the provisions of any of the Regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company each Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect without prior written notice to the Administrative Agent or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Parent Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder the Loans, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative AgentLender, the Company will Borrowers shall furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Co-Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for the purpose, whether immediate, incidental“buying” or “carrying”, or ultimate, to extend credit to others for the purpose of purchasing or carrying, any Margin Stock “margin stock” within the respective meanings of any corporation or carrying any Margin Stock each of any corporation, the quoted terms under Regulation U of the Federal Reserve Board as now and from time to time hereafter in effect or for any purpose which that violates Regulation U the provisions of the Board of Governors regulations of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.U of the Federal Reserve Board.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board the Board; provided that the proceeds of Governors. the Loans may be used to acquire Company Stock in compliance with Regulation U. If requested by any Lender or the Administrative Agent, the Company each applicable Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the Letters of Credit or the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock", within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, System as now and from time to time hereafter in effect or for any purpose which would be inconsistent with or violate, violates the provisions of any of the Regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and ------------------------- no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe FRB. If requested by any Lender or the Administrative Agent, the Company U.S. Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.U of the FRB.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder has been or will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No Letters of Credit and no part of the proceeds of any Loans hereunder will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock the quoted terms under Regulation U of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative AgentLender, the Company each Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G 3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Parent Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect without prior written notice to the Administrative Agent or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No Letters of Credit and no part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation G or ultimate, Regulation U of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.G or Regulation U, as the case may be. 50 45

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loan, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation U as now and from time to time hereafter in effect or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, or (b) for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any the Loans hereunder will be used for the purposepurpose of “purchasing” or “carrying’ any “margin stock”, whether immediate, incidental, or ultimate, within the respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will, and will cause each Subsidiary to, furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company either Borrower or both Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender Lender, the Administrative Agent or the Collateral Agent, Holdings and the Borrower will furnish to the Administrative Agent, the Company will furnish to the Administrative Collateral Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, as now and from time to time hereafter in effect or which would be inconsistent with or violate, for any purpose that violates the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company relevant Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company applicable Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder the Loan, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder the Loans, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative AgentLender, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe FRB. If requested by any Lender Lender, the Administrative Agent or the Revolver Agent, the Borrower will furnish to the Administrative Agent, the Company will furnish to the Administrative Revolver Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.U of the FRB.

Federal Regulations. No part of the proceeds of any Loans hereunder Loan or any drawing under any Letter of Credit will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation U or ultimate, to extend credit to others for the purpose of purchasing any Margin Stock of any corporation or carrying any Margin Stock margin stock. The Company is not engaged in the business of any corporation, extending credit for the purpose of purchasing or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorscarrying margin stock. If requested by any Lender or the Administrative Agent, the Company will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.U, as the case may be.

Federal Regulations. No part of the proceeds of any Loans hereunder will ------------------- be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Senior Administrative Agent, the Company Borrower will furnish to the Senior Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any Regulations T, U or X of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Interim Administrative Agent, the Company Borrower will furnish to the Interim Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation U as now and from time to time hereafter in effect or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, or (b) for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no ------------------- other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loan, and no other extensions of credit hereunder, will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative AgentLender, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No Letters of Credit and no part of the proceeds of any Loans hereunder will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation G or ultimate, Regulation U of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.G or Regulation U, as the case may be. 57 52

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Revolving ------------------- Loans hereunder will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder loans, and no other extensions of credit hereunder, will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G‑3 or FR Form U‑1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder the Term Loan will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative AgentLender, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G‑3 or FR Form U‑1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation G or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve SystemSystem as now and from time to time hereafter in effect, or for any purpose which violates, or which would be inconsistent with or violatewith, the provisions of any of the Regulations regulations of such Board of Governors. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.G or Regulation U, as the case may be.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Revolving Loans hereunder will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the applicable margin regulations of the Regulations of such Board of GovernorsBoard. If requested by any Revolving Lender or the Revolving Administrative Agent, the Company Revolving Borrower will furnish to the Revolving Administrative Agent and each Revolving Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loan, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or for any purpose which violates the quoted terms under Regulation U of the Board of Governors of the Federal Reserve System, as now and from time to time hereafter in effect or which would be inconsistent with or violate, for any purpose that violates the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans or other extensions of credit hereunder have been or will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time after in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board, including, without limitation, Regulation U thereunder. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any Regulations T, U or X of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U the provisions of the Regulations of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governors. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used (a) for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation U as now and from time to time hereafter in effect or ultimate, of purchasing any Margin Stock of any corporation or carrying any Margin Stock of any corporation, or (b) for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans Loans, and no other extensions of credit hereunder (if any), will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other Extensions of Credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board of Governors. If requested by any Lender or the either Administrative Agent, the Company Borrower will furnish to the each Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder or any drawing under a Letter of Credit or the creation and discounting of any Acceptance will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, Holdings and the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any the Loans hereunder will be used (a) for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, or the quoted terms under Regulation U as now and from time to time hereafter in effect for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such the Board or (b) for any purpose that violates the provisions of Governorsthe Regulations of the Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, respective meanings of each of the quoted terms under Regulation G or ultimate, Regulation U of purchasing any Margin Stock the Board (as such term is defined herein in the definition of any corporation or carrying any Margin Stock of any corporation, "ABR") as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-1 or FR Form U-1 referred to in said Regulation U.G or Regulation U, as the case may be.

Federal Regulations. No part of the proceeds of any Loans hereunder will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender Lender, the Revolving Administrative Agent or the Administrative Agent, the Company Borrower will furnish to the Revolving Administrative Agent or the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder the Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Term Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U the provisions of the Board of Governors regulations of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Agent) or the Administrative Agent, the Company Domestic Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U‑1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Revolving Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U‑1, as applicable, referred to in said Regulation U.

Federal Regulations. No Letters of Credit and no part of the proceeds of any Loans hereunder will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock the quoted terms under Regulation U of any corporation, the Board as now and from time to time hereafter in effect or for any purpose which violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Parent Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder and no Letters of Credit will be used for “purchasing” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender, the Issuing Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent Agent,the Issuing Lender and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1 referred to in said Regulation U.RegulationU.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Senior Administrative Agent, the Company Borrower will furnish to the Senior Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for the purpose, whether immediate, incidental"buying" or "carrying", or ultimate, to extend credit to others for the purpose of purchasing or carrying, any Margin Stock "margin stock" within the respective meanings of any corporation or carrying any Margin Stock each of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U 1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder Loans, and no other extensions of credit hereunder, will be used for “buying” or “carrying” any “margin stock” within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any the regulations of the Regulations of such Board of GovernorsBoard. If requested by any Lender (through the Administrative Agent) or the Administrative Agent, the Company Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-l referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder ------------------- Loans, and no other extensions of credit hereunder, will be used for "buying" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Parent Borrower and the Subsidiary Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-1, as applicable, referred to in said Regulation U.

Federal Regulations. No part of the proceeds of any Loans hereunder loans, and no other extensions of credit hereunder, will be used for "purchasing" or "carrying" any "margin stock" within the purpose, whether immediate, incidental, or ultimate, respective meanings of purchasing any Margin Stock each of any corporation or carrying any Margin Stock of any corporation, the quoted terms under Regulation U as now and from time to time hereafter in effect or for any purpose which that violates Regulation U of the Board of Governors of the Federal Reserve System, or which would be inconsistent with or violate, the provisions of any of the Regulations of such Board of Governorsthe Board. If requested by any Lender or the Administrative Agent, the Company Borrowers will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 G-3 or FR Form U-l referred to in said Regulation U.