Incremental Conditions. The following shall be conditions precedent to the effectiveness of any Incremental Loan: # each Lender agreeing to provide an Incremental Commitment (each such Lender, an “Incremental Lender”) shall have delivered to the Agent, 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 Borrower, # no Default or Unmatured Default shall have occurred and be continuing immediately prior to and immediately after giving effect to the Incremental Loan, # the representations and warranties set forth in Article V shall be deemed to be made and shall be true and correct in all material respects (or in all respects if already qualified as to materiality) on and as of the effective date of such Incremental Loan (except to the extent such representations and warranties relate to an earlier date, in which case they shall be true and correct in all material respects, or in all respects if already qualified as to materiality, as of such earlier date), # the Borrower shall be in pro forma compliance with the financial 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 have been delivered, in each case after giving effect to such increase and # in the event the Incremental Commitment 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pending Incremental Commitment, and that such resolutions remain in full force and effect and have not been modified or rescinded or attaching and certifying, if applicable, any amendments to such resolutions or supplemental borrowing resolutions. The Borrowing Notice delivered pursuant to [Section 2.4.1] shall constitute a representation and warranty by the Borrower that the conditions contained in the preceding clauses (b), (c), and (d), have been satisfied.

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.