Common use of Representations and Warranties of Assignee Clause in Contracts

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, as of the Closing Date or as of the Assignment Effective Date, that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, or investing in, commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i1) it is an Eligible Assignee (or, if not an Eligible Assignee, the assignment to it is permitted under this Section 11.6); (ii2) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii3) it shall make, will make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.611.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control); and (4) it will not provide any information obtained by it in its capacity as a Lender to the Sponsor or any Affiliate of the Sponsor.

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to executing and delivering an interest in the Commitments and LoansAssignment Agreement, as the case may be, represents and warrants, warrants as of the Closing Date or as of the applicable Effective Date (as defined in the applicable Assignment Effective Date, Agreement or Term Loan Joinder Agreement) that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course of its business and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Term Loan Commitments and Term Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Term Commitments or Term Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Term Loan Commitments or Term Loans for its own account in the ordinary course and without a view to distribution of such Term Loan Commitments or Term Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Term Loan Commitments or Term Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof of this Agreement or upon succeeding to executing and delivering an interest in the Commitments and LoansAssignment Agreement, as the case may be, represents and warrants, warrants as of the Closing Date or as of the applicable Closing Date (as defined in the applicable Assignment Effective Date, Agreement) that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Revolving Commitments or Revolving Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Revolving Commitments or Revolving Loans for its own account in the ordinary course of its business and without a view to distribution of such Revolving Commitments or Revolving Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.69.6, the disposition of such Revolving Commitments or Revolving Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Closing Effective Date or as of the Assignment Effective Date, Date that (i1) it is an Eligible Assignee (or, if not an Eligible Assignee, the assignment to it is permitted under this Section 11.6); (ii2) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii3) it shall make, will make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.611.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).; and (4) it will not provide any information obtained by it in its capacity as a Lender to the Sponsor or any Affiliate of the Sponsor. 118

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Term Loan Commitments and Term Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Term Loan Commitments or Term Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Term Loan Commitments or Term Loans for its own account in the ordinary course and without a view to distribution of such Term Loan Commitments or Term Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Term Loan Commitments or Term Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, as of the Closing Date or as of the Assignment Effective Date, that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, or investing in, commitments or -106- loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, as of the Closing Date or as of the Assignment Effective Date, that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, or investing in, commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness cre- ditworthiness of Borrower; and (iii) it shall make, or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, be and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments Commitments, LC Deposits, and Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments Commitments, LC Deposits or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Commitments Commitments, LC Deposits or Loans for its own account in the ordinary course and without a view to distribution of such Commitments Commitments, LC Deposits or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Commitments Commitments, LC Deposits or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon obtaining or succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Closing Date, the Restatement Date, the Second Amendment Date or as of the Assignment Effective Date, as applicable, that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.610.06, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Original Closing Date, the First Amendment and Restatement Date and as of the Restatement Date or as of the Assignment Effective Date, Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of such Revolving Commitments or Loans or any interests therein shall at all times remain within its exclusive control).

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants, warrants as of the Closing Date or as of the Assignment Effective Date, Date that (i1) it is an Eligible Assignee (or, if not an Eligible Assignee, the assignment to it is permitted under this Section 11.6); (ii2) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii3) it shall make, will make or invest in, as the case may be, its Commitments or Loans for its own account in the ordinary course and 148 without a view to distribution of such Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.611.6, the disposition of such Commitments or Loans or any interests therein shall at all times remain within its exclusive control); and (4) it will not provide any information obtained by it in its capacity as a Lender to the Sponsor or any Affiliate of the Sponsor.

Representations and Warranties of Assignee. Each Lender, upon execution and delivery hereof or upon succeeding to executing and delivering an interest in the Commitments and LoansAssignment Agreement, as the case may be, represents and warrants, warrants as of the Closing Date or as of the applicable Effective Date (as defined in the applicable Assignment Effective Date, Agreement) that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of, of or investing in, in commitments or loans such as the applicable Revolving Commitments or Loans, as the case may be, and is capable of evaluating the creditworthiness of Borrower; and (iii) it shall make, will make or invest in, as the case may be, its Revolving Commitments or Loans for its own account in the ordinary course of its business and without a view to distribution of such Revolving Commitments or Loans within the meaning of the Securities Act or the Exchange Act or other federal securities laws (it being understood that, subject to the provisions of this Section 10.6, the disposition of FIRST LIEN CREDIT AGREEMENT EXECUTION 101 such Revolving Commitments or Loans or any interests therein shall at all times remain within its exclusive control).