No Default or Event of Default exists. (c) The Borrower has no offset or defense with respect to any of its obligations under the Credit Agreement or any of the Notes or any other Facility Document, and no claim or counterclaim against any Lender, the Swingline Bank, the Issuing Bank, the Agent or the Co-Agent whatsoever (any such offset, defense, claim or counterclaim as may now exist being hereby irrevocably waived by the Borrower).
No Default or Event of Default exists. (b) the representations and warranties of the Borrower set forth in the Credit Agreement are true and correct in all material respects;
No Default or Event of Default exists. Neither the nature of BORROWER'S businesses or properties, nor any relationships in connection with the execution or delivery of the FINANCING AGREEMENTS is such as to require a consent, approval, license, permit or authorization of, or filing, registration, or qualification with, any governmental authority on the part of BORROWER as a condition to the execution and delivery of the FINANCING AGREEMENTS or any instrument, agreement or document contemplated hereby, or the performance by the BORROWER of the OBLIGATIONS.
No Default or Event of Default exists. (c) The Borrower shall have made payment of all fees and expenses then due and payable under the Credit Agreement, including any fees and expenses then due and payable in connection with this Amendment pursuant to Section 9.03 of the Credit Agreement, in the case of expenses to the extent invoiced at least three Business Days prior to the Amendment Effective Date (except as otherwise reasonably agreed by the Borrower).
No Default or Event of Default exists and none will exist upon the making of the Loan requested herein.
No Default or Event of Default exists. 6. Each of the representations and warranties of the Borrower made by the Borrower pursuant to Section 2.1 of the Credit Agreement (other than those made as of a specific date) are, as of the date hereof, true and correct;
No Default or Event of Default exists. Neither the Borrower nor any Subsidiary is in default under or with respect to its Organization Documents in any respect which, individually or together with all other such defaults, would reasonably be expected to have a Material Adverse Effect.
No Default or Event of Default exists. The Agent shall promptly notify each Lender as to the effectiveness of each Extension Amendment. Each of the parties hereto hereby agrees that this Agreement and the other Loan Documents may be amended pursuant to an Extension Amendment, without the consent of any other Lenders, to the extent (but only to the extent) necessary to (i) reflect the existence and terms of the Extended Commitments or the New Extended Commitments, as the case may be, incurred pursuant thereto, and (ii) effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Agent and the Lead Borrower, to effect the provisions of this Section, and the Required Lenders hereby expressly authorize the Agent to enter into any such Extension Amendment.
No Default or Event of Default exists. 4. The Adjusted Leverage Ratio (calculated at the end of the most recently completed fiscal quarter on a rolling four-quarter basis) is ·.
No Default or Event of Default exists. The Borrowers shall prepay any Loans outstanding on the date of any such increase (and pay any additional amounts required pursuant to Section 3.14) to the extent necessary to keep the outstanding Loans ratable with any revised Commitments arising from any nonratable increase in the Commitments under this Section 2.1(e). In connection with any such increase in the Revolving Committed Amount, Schedule 1.1(a) shall be revised by the Administrative Agent to reflect the new Commitments and shall be distributed by the Administrative Agent to the Lenders.
