BEEN DEEMED GIVEN IN ACCORDANCE WITH SECTION 2.03) IF LOANS ARE BEING
REQUESTED OR, IN THE CASE OF THE ISSUANCE, AMENDMENT, EXTENSION OR RENEWAL OF A
LETTER OF CREDIT, THE ISSUING BANK AND THE ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED A NOTICE REQUESTING THE ISSUANCE, AMENDMENT, EXTENSION OR RENEWAL OF
SUCH LETTER OF CREDIT AS REQUIRED BY SECTION 2.18(B) OR, IN THE CASE OF THE
BORROWING OF A SWINGLINE LOAN, THE SWINGLINE LENDER AND THE ADMINISTRATIVE AGENT
SHALL HAVE RECEIVED A NOTICE REQUESTING SUCH SWINGLINE LOAN AS REQUIRED BY
SECTION 2.17(B).
(B)
NO DEFAULT.
BORROWERS AND EACH OTHER LOAN
PARTY SHALL BE IN COMPLIANCE IN ALL MATERIAL RESPECTS WITH ALL THE TERMS AND
PROVISIONS SET FORTH HEREIN AND IN EACH OTHER LOAN DOCUMENT ON ITS PART TO BE
OBSERVED OR PERFORMED, AND, AT THE TIME OF AND IMMEDIATELY AFTER SUCH CREDIT
EXTENSION, NO DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING ON SUCH DATE OR
AFTER GIVING EFFECT TO THE CREDIT EXTENSION REQUESTED TO BE MADE ON SUCH DATE;
PROVIDED, THAT, IF THE CONDITIONS SET FORTH IN THIS SECTION 4.02(B) ARE NOT
SATISFIED, EACH LENDER AND EACH ISSUING BANK SHALL CONTINUE TO BE OBLIGATED TO
MAKE CREDIT EXTENSIONS UNLESS AND UNTIL SUCH TIME AS THE ADMINISTRATIVE AGENT OR
THE REQUIRED LENDERS ELECT TO CEASE MAKING CREDIT EXTENSIONS AS A RESULT
THEREOF.
(C)
REPRESENTATIONS AND WARRANTIES.
EACH OF
THE REPRESENTATIONS AND WARRANTIES MADE BY ANY LOAN PARTY SET FORTH IN
ARTICLE III HEREOF OR IN ANY OTHER LOAN DOCUMENT SHALL BE TRUE AND CORRECT IN
ALL MATERIAL RESPECTS (EXCEPT THAT ANY REPRESENTATION AND WARRANTY THAT IS
QUALIFIED AS TO "MATERIALITY" OR "MATERIAL ADVERSE EFFECT" SHALL BE TRUE AND
CORRECT IN ALL RESPECTS) ON AND AS OF THE DATE OF SUCH CREDIT EXTENSION WITH THE
SAME EFFECT AS THOUGH MADE ON AND AS OF SUCH DATE, EXCEPT TO THE EXTENT SUCH
REPRESENTATIONS AND WARRANTIES EXPRESSLY RELATE TO AN EARLIER DATE.
(D)
NO MATERIAL ADVERSE EFFECT.
THERE HAS BEEN
NO EVENT, CONDITION AND/OR CONTINGENCY THAT HAS HAD OR IS REASONABLE LIKELY TO
HAVE A MATERIAL ADVERSE EFFECT.
(E)
NO LEGAL BAR.
NO ORDER, JUDGMENT OR DECREE
OF ANY GOVERNMENTAL AUTHORITY SHALL PURPORT TO RESTRAIN ANY LENDER FROM MAKING
ANY LOANS TO BE MADE BY IT.
NO INJUNCTION OR OTHER RESTRAINING ORDER SHALL HAVE
BEEN ISSUED, SHALL BE PENDING OR NOTICED WITH RESPECT TO ANY ACTION, SUIT OR
PROCEEDING SEEKING TO ENJOIN OR OTHERWISE PREVENT THE CONSUMMATION OF, OR TO
RECOVER ANY DAMAGES OR OBTAIN RELIEF AS A RESULT OF, THE TRANSACTIONS
CONTEMPLATED BY THIS AGREEMENT OR THE MAKING OF LOANS HEREUNDER.
Each of the delivery of a Borrowing Request or notice requesting the issuance,
amendment, extension or renewal of a Letter of Credit and the acceptance by
Borrowers of the proceeds of such Credit Extension shall constitute a
representation and warranty by Borrowers and each other Loan Party that on the
date of such Credit Extension (both immediately before and after giving effect
to such Credit Extension and the application of the proceeds thereof) the