on subsidiary distribution and negative pledge clauses under Sections 6.01, 6.02, 6.04 or 6.05, respectively, but may instead be permitted in part under any combination thereof. For the
avoidance of doubt, a transaction or item that is permitted by one category of permitted Indebtedness, Lien, Investment or Disposition under Section 6.01, 6.02, 6.04 or 6.05, respectively, shall not be counted against any other category of
permitted Indebtedness, Lien, Investment or Disposition under Section 6.01, 6.02, 6.04 or 6.05, respectively (i.e., each category shall be independent of each other category).
Section 1.03. Effectuation of Transactions. Each of the representations and warranties of the Borrower contained in this Agreement
(and all corresponding definitions) are made after giving effect to the Transactions, unless the context otherwise requires.
Section 1.04. Timing of Payment or Performance. Except as otherwise expressly provided herein, when the payment of any obligation
or the performance of any covenant, duty or obligation is stated to be due or performance required on a day which is not a Business Day, the date of such payment or performance shall extend to the immediately succeeding Business Day.
Section 1.05. Times of Day. Unless otherwise specified herein, all references herein to times of day shall be references to Local
Time.
Section 1.06. Classification of Loans and Borrowings. For purposes of this Agreement, Loans may be classified and
referred to by Class (e.g., a Term Loan) or by Type (e.g., an Term SOFR Loan) or by Class and Type (e.g., an Term SOFR Term Loan). Borrowings also may be classified and referred to by
Class (e.g., a Term Borrowing) or by Type (e.g., an Term SOFR Borrowing) or by Class and Type (e.g., an Term SOFR Term Borrowing).
Section 1.07. Letter of Credit Amounts. Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be
deemed to be the amount available to be drawn under such Letter of Credit during the remaining life of the Letter of Credit in effect at such time.
Section 1.08. Cashless Rollovers. Notwithstanding anything to the contrary contained in this Agreement or in any other Loan
Document, to the extent that any Lender extends the maturity date of, or replaces, renews or refinances, any of its then-existing Loans with Incremental Facilities, Refinancing Term Loans, Loans in connection with any Replacement Revolving Facility
Commitments, Extended Term Loans, Extended Revolving Facility Commitments or loans incurred under a new credit facility, in each case, to the extent such extension, replacement, renewal or refinancing is effected by means of a cashless
roll by such Lender, such extension, replacement, renewal or refinancing shall be deemed to comply with any requirement hereunder or any other Loan Document that such payment be made in Dollars, in immediately available
funds, in cash or any other similar requirement.
Section 1.09. Certain Calculations. For purposes of
determining the permissibility of any action, change, transaction or event that requires a calculation of any financial ratio or test, such financial ratio or test shall be calculated at the time such action is taken (subject to Section 1.10),
such change is made, such transaction is consummated or such event occurs, as the case may be, and no Default or Event of Default shall be deemed to have occurred solely as a result of a change in such financial ratio or test occurring after the
time such action is taken, such change is made,
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