Common use of Representations and Warranties; No Default Clause in Contracts

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Execution Date (as defined below)) and as of the Amendment No. 4 Effective Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 1 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 5 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 11 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 12 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date Date, (as defined below), i) after giving effect to the amendments set forth in this AmendmentAgreement, (i) no Default or Event of Default exists shall have occurred and is be continuing and (ii) all each of the representations and warranties contained made by the Borrower set forth in Article V III of the Credit Agreement or in any other Loan Document are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, Amendment No. 2 Effective Date (except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (provided that date, and, to the extent such representations and warranties that are qualified by materiality are as to materiality, Material Adverse Effect or similar language, such representations shall be true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may berespects).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 5 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V 5 of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V 5 of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Tranche A Revolving Credit Commitment Effective Date (as defined below)Date, after giving effect to this AmendmentConversion Agreement, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Credit Agreement as amended hereby and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 2 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date (as defined below), after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 Effective Date (as defined below)Closing Date, after giving effect to the amendments set forth in this AmendmentRestatement Agreement, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Original Credit Agreement, the Original Security Agreement and the Original Pledge Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower Borrowers hereby represents represent and warrants warrant that as of the Amendment No. 3 5 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 6 Effective Date (as defined below)Date, after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V 5 of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 4 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that representations any representation and warranties warranty that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 9 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date (as defined below), after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 8 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 10 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any other qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 1 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties of the Loan Parties contained in Article V of the Credit Agreement as amended hereby and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 2 Effective Date (as defined below)Date, after giving effect to the amendments set forth in this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except respects; provided that to the extent that such representations and warranties specifically refer to an earlier date, in which case they were shall be true and correct in all material respects as of such earlier date (date; provided further that, any representation and warranty that representations and warranties that are is qualified by materiality are as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification thereoftherein) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be)such respective dates.

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of the Amendment No. 3 6 Effective Date (as defined below)Date, after giving effect to this Amendment, (i) no Default or Event of Default exists and is continuing and (ii) all representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects on and as of the date hereof, as though made on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may behereof).

Representations and Warranties; No Default. The Borrower hereby represents and warrants that as of each of the Amendment No. 3 2 Effective Date (as defined below)and the Amendment No. 2 Repricing Date, after giving effect to the provisions of this AmendmentAmendment that are effective on such date, as applicable, (i) no Default or Event of Default exists and is continuing and (ii) all the representations and warranties of the Borrower and each other Loan Party contained in Article V of the Credit Agreement or any other Loan Document are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date hereof, as though made on and as of the date hereofsuch date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date (provided that representations and warranties that are qualified by materiality are true and correct (after giving effect to any qualification thereof) in all respects on and as of the date hereof or as of the specifically referenced earlier date, as the case may be).