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Conditions. As a condition precedent to the effectiveness of any Incremental Commitments, shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Increase Effective Date signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V] and the other Loan Documents are true and correct in all material respects on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and # that for purposes of this [Section 2.14], the representations and warranties contained in subsections [(a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and # no Default exists or will result from the borrowings to be made on the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to such increase, the effectiveness of any Incremental Commitments, Borrower shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # in the case of the Borrower, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article V and the other Loan Documents are true and correct in all material respectscorrect, on and as of the Revolving Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and #except that for purposes of this [Section 2.14]19], the representations and warranties contained in subsections [(a)[clauses (a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clausesclauses (a) and (b)], respectively, of [SectionSection 6.01],01, and # immediatelyboth before and after giving effect to suchthe Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and #Facility, no Default existsexists. The Borrower shall deliver or will result from the borrowingscause to be made ondelivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Increase Effective Date; provided that if such Incremental Commitments are being providedAdministrative Agent in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10.any Incremental Facility. The BorrowersBorrower shall prepay any Revolving Loans outstanding on the Revolving Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Applicable Revolving Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.[Section 2.19].

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to such increase, # the effectiveness of any Incremental Commitments, Company shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # in the case of the Borrowers, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article V and the other Loan Documents are true and correct in all material respects (except that all representations and warranties that are qualified by materiality are true and correct in all respects) on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or true and correct in all respects for any such representations and warranties that are qualified by materiality) as of such earlier date,date and #except that for purposes of this [SectionSection 2.14],16, the representations and warranties contained in subsections [(a) and (b) of Section 5.05]05 shall be deemed to refer to the most recent statements furnished pursuant to [clauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05]01(a), and #(B)] no Default exists or will result fromand (ii) (x) upon the borrowingsreasonable request of any Additional Lender made at least 10 business days prior to be made on the Increase Effective Date;Date, the Borrowers shall have provided that ifto such Incremental Commitments are being providedAdditional Lender, and such Additional Lender shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act, in each case at least 5 business days prior to the Increase Effective Date and # at least 5 business days prior to the Increase Effective Date, any Loan Party that qualifies as a Limited Conditionality Acquisition,“legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Additional Lender that so requests, a Beneficial Ownership Certification in relation to such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10.Loan Party. The Borrowers shall prepay any Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [SectionSection 3.05])05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to such increase, the effectiveness of any Incremental Commitments, Borrowers shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # in the case of the Borrowers, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article V and the other Loan Documents are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) as of such earlier date, and #except that for purposes of this [Section 2.14]15], the representations and warranties contained in subsections [(a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clausesclauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and # no Default exists or will result fromEvent of Default exists, and (ii) (x) upon the borrowingsrequest of any Lender made at least ten (10) days prior to be made on the Increase Effective Date;Date, the Borrowers shall have provided that ifto such Incremental Commitments are being providedLender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the PATRIOT Act, in each case at least five (5) days prior to the Increase Effective Date and # at least five (5) days prior to the Increase Effective Date, any Loan Party that qualifies as a Limited Conditionality Acquisition,“legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in relation to such certificate shall provideLoan Party. To the extent that the above requirementsincrease of the Total Credit Exposure shall take the form of a new term loan tranche, this Agreement shall be amended, in this [clause (iii)] were satisfied in accordance with Section 1.10.form and substance satisfactory to the Administrative Agent, to include such terms as are customary for a term loan commitment. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the RevolvingTotal Credit CommitmentsExposure of any Lender under this Section.[Section 2.15], and each Loan Party shall execute and deliver such documents or instruments as the Administrative Agent may reasonably require to evidence such increase in the Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents. In addition, the Borrowers shall, to the extent requested by any Lender(s), deliver to such Lender(s), as of the Increase Effective Date, new Notes representing the Commitment(s) of such Lender(s).

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to such increase, the effectiveness of any Incremental Commitments, Borrowers shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # in the case of the Borrowers, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article V and the other Loan Documents are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) as of such earlier date, and #except that for purposes of this [Section 2.14]15], the representations and warranties contained in subsections [(a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clausesclauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and # no Default exists or will result fromEvent of Default exists, and (ii) (x) upon the borrowingsrequest of any Lender made at least ten (10) days prior to be made on the Increase Effective Date;Date, the Borrowers shall have provided that ifto such Incremental Commitments are being providedLender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the PATRIOT Act, in each case at least five (5) days prior to the Increase Effective Date and # at least five (5) days prior to the Increase Effective Date, any Loan Party that qualifies as a Limited Conditionality Acquisition,“legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in relation to such certificate shall provideLoan Party. To the extent that the above requirementsincrease of the Total Credit Exposure shall take the form of a new term loan tranche, this Agreement shall be amended, in this [clause (iii)] were satisfied in accordance with Section 1.10.form and substance satisfactory to the Administrative Agent, to include such terms as are customary for a term loan commitment. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the RevolvingTotal Credit CommitmentsExposure of any Lender under this Section.[Section 2.15], and each Loan Party shall execute and deliver such documents or instruments as the Administrative Agent may reasonably require to evidence such increase in the Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents. In addition, the Borrowers shall, to the extent requested by any Lender(s), deliver to such Lender(s), as of the Increase Effective Date, new Notes representing the Commitment(s) of such Lender(s).

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to such increase, the effectiveness of any Incremental Commitments, shall deliver to the [[Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)Agent:Organization]])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each [[Loan PartyParty:Organization]] dated as of the Increase Effective Date (in sufficient copies for each [[Organization A:Organization]]) signed by a Responsible Officer of such [[Loan PartyParty:Organization]] # certifying and attaching the resolutions adopted by such [[Loan PartyParty:Organization]] approving or consenting to such increase, and # in the case of the , certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article V and the other Loan Documents are true and correct in all material respectscorrect, on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and #except that for purposes of this [Section 2.14]16], the representations and warranties contained in subsections [(a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clausesclauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and # no Default exists or will result fromexists. If the borrowings to be made onRevolving Facility is increased, the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)[[Borrower:Organization]] were satisfied in accordance with Section 1.10. The Borrowers shall prepay any Revolving Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Applicable Revolving Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.

Incremental Conditions. As a conditionThe following shall be conditions precedent to the effectiveness of any Incremental Commitments, Loan: # each Lender agreeing to provide an Incremental Commitment (each such Lender, an “Incremental Lender”) shall deliverhave delivered to the Administrative AgentAgent, by no later than 3:00 p.m. (London, England time) on the Incremental Effective Date, an appropriate Lender Assumption Agreement in substantially the form of Exhibit G hereto (a “Lender Assumption Agreement”), duly executed by such Incremental Lender and the LendersBorrower, # such information as mayno Default or Unmatured Default shall have occurred and be requested pursuantcontinuing immediately prior to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each Loan Party dated as of the Increase Effective Date signed by a Responsible Officer of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and # certifying that, before andimmediately after giving effect to such increase,the Incremental Loan, # the representations and warranties containedset forth in [Article V]Article V shall be deemed to be made and the other Loan Documents areshall be true and correct in all material respects (or in all respects if already qualified as to materiality) on and as of the Increase Effective Date, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies,effective date of such representation or warranty is true and correct in all respects, #Incremental Loan (except to the extent that such representations and warranties specifically referrelate to an earlier date, in which case they areshall be true and correct in all material respects, or in all respects if already qualified as to materiality, as of such earlier date, anddate), # that for purposes of this [Section 2.14], the representations and warranties contained in subsections [(a) and (b) of Section 5.05]Borrower shall be deemed to refer toin pro forma compliance with the most recentfinancial covenant in [Section 6.11] on the date of incurrence of the Incremental Loan and as of the end of the immediately preceding fiscal quarter for which financial statements furnished pursuant to [clauses (a) and (b)], respectively, of [Section 6.01], # immediatelyhave been delivered, in each case after giving effect to such increase and # in the event the Incremental Commitments (assumingCommitment does not become effective on the Execution Date, the Agent shall have received (with copies for each Lender, including each such Incremental Lender) by no later than 3:00 p.m. (London, England time) on the applicable Incremental Effective Date a certificate of a Financial Officer, stating that the Board of Directors of the Borrower has adopted resolutions authorizing the Borrower to borrow money pursuant to this Agreement from time to time in an aggregate principal amount at any one time outstanding in an amount at least equal to the Aggregate Commitment, after giving effect to the pending Incremental Commitment, and that such Incremental Commitmentsresolutions remain in full force and effect and have not been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05],modified or rescinded or attaching and # no Default existscertifying, if applicable, any amendments to such resolutions or will result from the borrowings to be made on the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10.supplemental borrowing resolutions. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts requiredBorrowing Notice delivered pursuant to [Section 3.05]) to2.4.1] shall constitute a representation and warranty by the extent necessary to keepBorrower that the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increaseconditions contained in the Revolving Credit Commitments under this Section.preceding clauses (b), (c), and (d), have been satisfied.

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to the effectiveness of any Incremental Commitments, such increase, Borrower shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each LoanObligated Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such LoanObligated Party # certifying and attaching the resolutions adopted by such LoanObligated Party approving or consenting to such increase, and # in the case of Borrower, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article 6 and the other Loan Documents # that contain a materiality qualification, are true and correct on and as of the Increase Effective Date and # that do not contain a materiality qualification, are true and correct in all material respects on and as of the Increase Effective Date, and, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or in the case of such representations and warranties that are subject to a materiality qualification, in all respects) as of such earlier date, and #except that for purposes of this [SectionSection 2.14],9, the representations and warranties contained in subsections [(a) and (b) of Section 5.05]6.2 shall be deemed to refer to the most recent statements furnished pursuant to [clauses[subsections (a) and (b)])], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [SectionSection 7.05],1, and # no Default exists or will result from the borrowings to be made on the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.exists.

Conditions.Conditions to Effectiveness of Increase. As a condition precedent to the effectiveness of any Incremental Commitments, such increase, Borrower shall deliver to the Administrative Agent and the Lenders # such information as may be requested pursuant to [Section 4.01(a)(x), (ii)])] legal opinions of the type delivered on the Closing Date to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent and # a certificate of each LoanObligated Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such LoanObligated Party # certifying and attaching the resolutions adopted by such LoanObligated Party approving or consenting to such increase, and # in the case of Borrower, certifying that, before and after giving effect to such increase, # the representations and warranties contained in [Article V]Article 6 and the other Loan Documents # that contain a materiality qualification, are true and correct on and as of the Increase Effective Date and # that do not contain a materiality qualification, are true and correct in all material respects on and as of the Increase Effective Date, and, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and # that for purposes of this [Section 2.14], the representations and warranties contained in subsections [(a) and (b) of Section 5.05] shall be deemed to refer to the most recent statements furnished pursuant to [clauses (a) and (b)], respectively, of [Section 6.01], # immediately after giving effect to such Incremental Commitments (assuming that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenant set forth in [Section 7.05], and # no Default exists or will result from the borrowings to be made on the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section.

Conditions. Aselect or decline, in its sole discretion, to provide a condition precedentNew Commitment. Such New Commitments shall become effective as of such Increased Amount Date, and in the case of Incremental Term Loans, shall be made on such Increased Amount Date; provided that # the conditions set forth in paragraphs of [(b) and (c) of Section 4.02] shall be satisfied or waived by the Required Lenders on such Increased Amount Date before or after giving effect to such New Commitments and Loans; # such increase in the effectivenessRevolving Facility Commitments and/or the Incremental Term Loans shall be evidenced by one or more joinder agreements executed and delivered to Administrative Agent by each New Lender, as applicable, and each shall be recorded in the register, each of any Incremental Commitments, which shall deliverbe reasonably satisfactory to the Administrative Agent and subject to the Lendersrequirements set forth in [Section 2.17(f)]; and # such information as may be requestedthe Borrower shall make any payments required pursuant to [Section 4.01(a)(x), (ii)])] legal opinions2.16] in connection with the provisions of the type delivered onNew Commitments; provided that, with respect to any Incremental Term Loans incurred for the Closing Dateprimary purpose of financing a Limited Conditionality Acquisition (“Acquisition-Related Incremental Term Loans”), clause (i) of this sentence shall be deemed to the extent reasonably requested by, and in form and substance reasonably satisfactory to, the Administrative Agent andhave been satisfied so long as # a certificate of each Loan Party dated as of the Increase Effective Date signeddate of execution of the related Limited Conditionality Acquisition Agreement by a Responsible Officerthe parties thereto, no Default shall have occurred and be continuing or would result from entry into such Limited Conditionality Acquisition Agreement, # as of the date of the borrowing of such Loan Party # certifying and attaching the resolutions adopted by such Loan Party approvingAcquisition-Related Incremental Term Loans, no Event of Default under [Section 7.01(a), 7.01(b), 7.01(h) or consenting to such increase, and # certifying that,7.01(i)])])])] is in existence immediately before andor after giving effect (including on a Pro Forma Basis) to such increase,borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, # the representations and warranties containedof the Loan Parties set forth in [Article V]this Agreement and the other Loan Documents areshall be true and correct in all material respects on and as of the Increase Effective Date,date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except # if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, # to the extent thatany such representations andor warranties specifically referare expressly limited to an earlier date, in which case they aresuch representations and warranties shall be true and correct in all material respects as of such specified earlier date, anddate (provided that no materiality qualifier set forth in this subclause # that for purposes of this [Section 2.14], theshall be applicable to any representations and warranties containedthat already are qualified or modified by materiality in subsections [(a)the text thereof) and (b)# as of Section 5.05]the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be deemed to refer to the most recent statements furnished pursuant to [clauses (a)true and (b)], respectively, of [Section 6.01], #correct in all material respects immediately before and after giving effect to the incurrence of such Acquisition-Related Incremental Commitments (assumingTerm Loans, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that such Incremental Commitments have been fully utilized), is in compliance on a pro forma basis with the financial covenantno materiality qualifier set forth in [Section 7.05],this subclause # shall be applicable to any representations and # no Default existswarranties that already are qualified or will result from the borrowings to be made on the Increase Effective Date; provided that if such Incremental Commitments are being provided in connection with a Limited Conditionality Acquisition, such certificate shall provide that the above requirements in this [clause (iii)] were satisfied in accordance with Section 1.10. The Borrowers shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to [Section 3.05]) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increasemodified by materiality in the Revolving Credit Commitments under this Section.text thereof).

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