Burdensome Condition. No Required Regulatory Approval, Mitchell Plant Approval, Additional Regulatory Filing and Consent, amendment of the NSR Consent Decree contemplated by [Section 4.13] shall, individually or in the aggregate, impose, be conditioned upon or contain terms, conditions, liabilities, obligations, commitments or sanctions resulting in, or otherwise create or have created, any Burdensome Condition.

Burdensome Agreements. Enter into or permit to exist any Contractual Obligation (other than this Agreement, any other Loan Document, the 2022/2023 Senior Notes Indenture, the 2025 Senior Note Indenture or any Permitted Refinancing Indebtedness incurred to refinance any such Indebtedness) that limits the ability # except as permitted under [Section 8.01] or the documentation governing any Credit Agreement Refinancing Indebtedness, of any Borrower or any Restricted Subsidiary to create, incur, assume or suffer to exist Liens on property of such Person to secure the Obligations or any refinancing thereof or # of any Borrower or any Restricted Subsidiary to pay dividends or other distributions with respect to any of its Equity Interests or to make or repay loans or advances, in each case, to any Borrower or any Restricted Subsidiary or to Guarantee Indebtedness of any Borrower or any Restricted Subsidiary; provided that the foregoing restrictions in this [Section 8.08] shall not apply to:

Enter into, or permit to exist, any Contractual Obligation (except for this Agreement and the other Loan Documents) that encumbers or restricts the ability of any such Person to # to act as a Loan Party;, # make Restricted Payments to any Loan Party, # pay any Indebtedness or other obligation owed to any Loan Party, # make loans or advances to any Loan Party, or # create any Lien upon any of their properties or assets, whether now owned or hereafter acquired, except, in the case of [clause (a)](v) only, for any document or instrument governing Indebtedness incurred pursuant to [Section 7.02(c)]; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith; provided that # the foregoing shall not apply to restrictions and conditions imposed by law or by this Agreement, # the foregoing shall not apply to restrictions and conditions existing on the date hereof identified on [Schedule 7.09] (but shall apply to any extension or renewal of, or any amendment or modification expanding the scope of, any such restriction or condition), # the foregoing shall not apply to customary restrictions and conditions contained in agreements relating to the sale of a Subsidiary pending such sale, provided that such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder, and # the foregoing shall not apply to customary provisions in leases and other contracts restricting the assignment thereof.

. No ​ is a party to any Negative Pledge that is prohibited under [Section 7.08].

. Enter into or suffer to exist any Negative Pledge except for a Negative Pledge # contained in any agreement # evidencing Indebtedness which the ​, the ​ or such ​ may create, incur, assume, or permit or suffer to exist under [Section 7.03], # which Indebtedness is secured by a Lien permitted to exist pursuant to this Agreement, and # which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into; # contained in an Organization Document of an Unconsolidated Entity or a special purpose entity or vehicle which requires consent to, or places limitations on, the imposition of Liens on such Unconsolidated Entity’s or special purpose entity’s or vehicle’s assets or properties; # imposed by law or by this Agreement; # contained in agreements relating to the sale of a Subsidiary or assets pending such sale, provided such restrictions and conditions are customary and apply only to the Subsidiary or assets that are to be sold and such sale is permitted hereunder; # contained in leases which restrict the assignment thereof by the lessee or # contained in any agreement that evidences unsecured Indebtedness which contains restrictions on encumbering assets that are substantially similar to those restrictions contained in the Loan Documents.

Burdensome Contracts. No Borrower or its Domestic Subsidiaries is party or subject to any Restrictive Agreement, except as shown on [Schedule 9.1.15], as such schedule may be updated from time to time to add Restrictive Agreements entered into by a Borrower or such Subsidiary after the Closing Date; provided, that any such Restrictive Agreement shall be otherwise permitted to be entered into pursuant to the terms hereunder. No such Restrictive Agreement prohibits the execution, delivery or performance of any Loan Document by a Borrower.

Financial Condition. ​ has not applied for or consented to the appointment of a receiver, trustee or liquidator of itself or any of its property, admitted in writing its inability to pay its debts as they mature, made a general assignment for the benefit of creditors, been adjudicated a bankrupt or insolvent or filed a voluntary petition in bankruptcy, or a petition or an answer seeking reorganization or an arrangement with creditors or to take advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution or liquidation law or statute, or an answer admitting the material allegations of a petition filed against it in any proceeding under any such law, and no action has been taken by ​ for the purpose of effecting any of the foregoing. No order, judgment or decree has been entered by any court of competent jurisdiction approving a petition seeking reorganization of ​ or all or a substantial part of the assets of ​, or appointing a receiver, sequestrator, trustee or liquidator of it or any of its property.

Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the ​ and any other guarantor such information concerning the financial condition, business and operations of the ​ and any such other guarantor as such Guarantor requires, and that none of the Secured Parties has any duty, and such Guarantor is not relying on the Secured Parties at any time, to disclose to it any information relating to the business, operations or financial condition of the ​ or any other guarantor (each Guarantor waiving any duty on the part of the Secured Parties to disclose such information and any defense relating to the failure to provide the same).

Rating Condition. The Administrative Agent shall have received evidence satisfactory to it that the Rating Condition has been satisfied.

Environmental Condition. Except as set forth on [Schedule 4.11] to this Agreement, # to Parent and each Borrower’s knowledge, none of Parent’s or any of its Restricted Subsidiaries’ properties or assets has ever been used by Parent, any of its Subsidiaries, or previous owners or operators in the disposal of, or to produce, store, handle, treat, release, or transport, any Hazardous Materials, where such disposal, production, storage, handling, treatment, release or transport was in violation, in any material respect, of any applicable Environmental Law, except as, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, # to Parent and each Borrower’s knowledge, after due inquiry, none of Parent’s or any of its Restricted Subsidiaries’ properties or assets has ever been designated or identified in any manner pursuant to any environmental protection statute as a Hazardous Materials disposal site, except as, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, # neither Parent nor any of its Restricted Subsidiaries has received written notice that a Lien arising under any Environmental Law has attached to any revenues or to any Real Property owned or operated by Parent or any of its Restricted Subsidiaries, except as, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, and # neither Parent nor any of its Restricted Subsidiaries nor any of their respective facilities or operations is subject to any outstanding written order, consent decree, or settlement agreement with any Person relating to any Environmental Law or Environmental Liability that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect.