Conditions. The increased or new Commitments shall become effective, as of such Increase Effective Date; provided that:

Conditions. The obligations of the Initial Purchasers to purchase the Securities under this Agreement are subject to the performance by each of the Company and the Guarantors of their respective covenants and obligations hereunder and the satisfaction of each of the following conditions:

Conditions. This Amendment (other than [Section 9] below, which is effective immediately upon this Amendment’s execution and delivery) will be effective as of the Second Amendment Date upon satisfaction of the following conditions:

Conditions. The Sponsor’s Commitment shall be subject to # the execution and delivery of the Merger Agreement by the Company, Parent and Merger Sub, and # the satisfaction or waiver (to the extent permitted under applicable Law) at the Closing of each of the conditions to Parent’s and Merger Sub’s obligations to effect the Closing set forth in [Section 7.1] and [Section 7.2] of the Merger Agreement (other than any conditions that by their nature are to be satisfied at the Closing but subject to the prior or substantially concurrent satisfaction of such conditions). The Sponsor may allocate all or a portion of the Commitment to # one or more Subsidiaries of the Sponsor or an investment fund managed by the Sponsor or an Affiliate of the Sponsor, or # subject to the prior written consent of Holdco, other persons, provided that in each case, # such allocation shall not relieve the Sponsor of its obligations hereunder if such person to which the Commitment is allocated does not perform, and # the Sponsor’s Commitment hereunder will only be reduced by any amounts of capital actually contributed to Holdco by such Subsidiaries, investment funds or other persons (and not returned) at or prior to the Closing Date for the purpose of funding a portion of the Merger Consideration, any other amounts required to be paid pursuant to the Merger Agreement and related fees and expenses pursuant to the Merger Agreement.

CONDITIONS. The effectiveness of this Business Financing Modification Agreement is conditioned upon payment of the Domestic Facility Fee, the EXIM Facility Fee, and the Due Diligence Fee.

Conditions. The consummation of the transactions contemplated by this Letter of Intent shall be subject to satisfaction of the following conditions:

Conditions. Notwithstanding any other provision of this Amendment, this Amendment shall not become effective unless and until it has been executed and delivered by all parties to the Credit Agreement as amended hereby.

Closing Certificate. [[Organization B:Organization]] shall have received a closing certificate signed by the Chief Financial Officer of each Borrower, dated as of the date hereof, stating that # all representations and warranties set forth in this Agreement and the Other Documents are true and correct on and as of such date and # on such date no Default or Event of Default has occurred or is continuing;

Closing Deliveries. Sellers shall have delivered to Purchaser the items set forth in Section 3.3.

Closing Certificate. Receipt by the Administrative Agent of a certificate signed by a Responsible Officer of the Borrower as of the date of this Amendment certifying that as of such date and after giving effect to the transactions contemplated by this Amendment, # the representations and warranties of each Loan Party contained in the Credit Agreement or any other Loan Document, or which are contained in any document furnished at any time under or in connection with the Credit Agreement or any other Loan Document are true and correct in all material respects 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 such representations and warranties are true and correct in all material respects as of such earlier date, and # no Default exists.