Common use of 2Conditions Precedent to all Credit Extensions Clause in Contracts

2Conditions Precedent to all Credit Extensions. The obligation of each Lender to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Disbursement Letter in the form of Exhibit B attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the date of the Disbursement Letter and on the Funding Date of each Credit Extension; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section 5 hereof are true, accurate and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) in such Lender’s sole but reasonable discretion, there has not been any Material Adverse Change or any material adverse deviation by Borrower from the Annual Projections of Borrower presented to and accepted by Collateral Agent and each Lender; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued on the Effective Date, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereof.

2Conditions Precedent to all Credit Extensions. The obligation of each Lender Bank’s obligations to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) timely receipt of (i) the Credit Extension request and any materials and documents required by Collateral Agent of Section 3.4(a) and (ii) with respect to the request for Term Loan Advances, an executed Disbursement Letter in the form of Exhibit B attached heretoPayment/Advance Form and any materials and documents required by Section 3.4(b); (b) the representations and warranties in Section 5 hereof this Agreement shall be true, accurate accurate, and complete in all material respects on the date of the Disbursement Letter proposed Credit Extension and/or of the Payment/Advance Form, as applicable, and on the Funding Date of each Credit Extension, taking into account updates thereof subsequent to the Effective Date to the extent permitted by notice to the Bank by one or more specific provisions of this Agreement; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such datedate or with respect to such time period, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on ​ ​ that date that the representations and warranties in Section 5 hereof are this Agreement remain true, accurate accurate, and complete in all material respects, taking into account updates thereof subsequent to the Effective Date to the extent permitted by notice to the Bank by one or more specific provisions of this Agreement; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such date;date or with respect to such time period; and (c) in such Lender’s sole but reasonable discretion, Bank determines to its satisfaction that there has not been any Material Adverse Change material impairment in the general affairs, management, results of operation, financial condition or the prospect of repayment of the Obligations, nor any material adverse deviation by Borrower from the Annual Projections most recent business plan of Borrower presented to and accepted by Collateral Agent and each Lender; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued on the Effective Date, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereofBank.

2Conditions Precedent to all Credit Extensions. The obligation of each Lender Bank’s obligations to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) timely receipt by Collateral Agent of an executed Disbursement Letter in the form of Exhibit B attached heretoPayment/Advance Form and any materials and documents required by Section 3.4(b); (b) the representations and warranties in Section 5 hereof this Agreement shall be true, accurate accurate, and complete in all material respects on the date of the Disbursement Letter proposed Credit Extension and/or of the Payment/Advance Form, as applicable, and on the Funding Date of each Credit Extension, taking into account updates thereof subsequent to the Effective Date to the extent permitted by notice to the Bank by one or more specific provisions of this Agreement; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such datedate or with respect to such time period, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section 5 hereof are this Agreement remain true, accurate accurate, and complete in all material respects, taking into account updates thereof subsequent to the Effective Date to the extent permitted by notice to the Bank by one or more specific provisions of this Agreement; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such date;date or with respect to such time period; and (c) in such Lender’s sole but reasonable discretion, Bank determines to its satisfaction that there has not been any Material Adverse Change material impairment in the general affairs, management, results of operation, financial condition or the prospect of repayment of the Obligations, nor any material adverse deviation by Borrower from the Annual Projections most recent business plan of Borrower presented to and accepted by Collateral Agent and each Lender; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued on the Effective Date, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereofBank.

2Conditions Precedent to all Credit Extensions. The obligation of each Lender to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Disbursement Letter in the form of Exhibit B attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the date of the Disbursement Letter and on the Funding Date of each Credit Extension; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section 5 hereof are true, accurate and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date;; ​ (c) in such Lender’s sole but reasonable discretion, there has not been any Material Adverse Change or any material adverse deviation by Borrower from the Annual Projections of Borrower presented to and accepted by Collateral Agent and each LenderChange; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number number, form and form substantially similar content acceptable to the Secured Promissory Note(s) issued on the Effective Dateeach Lender, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereof.

2Conditions Precedent to all Credit Extensions. The obligation of each Lender Bank’s obligations to make each Credit Extension, including the initial Credit Extension, is are subject to the following conditions precedent: (a) timely receipt by Collateral Agent of an executed Disbursement Letter in the form of Exhibit B attached heretoPayment/Advance Form; (b) the representations and warranties in Section 5 hereof this Agreement shall be true, accurate accurate, and complete in all material respects on the date of the Disbursement Letter Payment/Advance Form and on the Funding Date of each Credit Extension; taking into account updates thereof subsequent to the Effective Date to the extent permitted by notice to the Bank by one or more specific provisions of this Agreement; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such datedate or with respect to such time period, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section 5 hereof are this Agreement remain true, accurate accurate, and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date or time period shall be true, accurate and complete in all material respects as of such date;date or with respect to such time period; and (c) in such Lender’s sole but reasonable discretion, Bank determines to its satisfaction that there has not been any Material Adverse Change material impairment in the general affairs, management, results of operation, financial condition or the prospect of repayment of the Obligations; and there has not been any material adverse deviation by Borrower from the Annual Projections most recent business plan of Borrower presented to and accepted by Collateral Agent and each Lender; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued on the Effective Date, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereofBank.

2Conditions Precedent to all Credit Extensions. The obligation Agent, Issuing Bank and Lenders shall not be required to fund any Loans, arrange for issuance of each Lender any Letters of Credit or grant any other accommodation to make each Credit Extensionor for the benefit of Borrowers, including the initial Credit Extension, is subject to unless the following conditions precedentare satisfied: (a) receipt by Collateral Agent No Default or Event of an executed Disbursement Letter in Default shall exist at the form of Exhibit B attached heretotime of, or result from, such funding, issuance or grant (except, during the Forbearance Period, the Specified Defaults); (b) (i) with respect to any credit extension on the Closing Date, the representations and warranties of each Obligor in Section 5 hereof the Loan Documents shall be truetrue and correct on the date of, accurate and complete upon giving effect to, such funding, issuance or grant (except for representations and warranties that expressly relate to an earlier date) and (ii) with respect to any credit extension after the Closing Date, the representations and warranties of each Obligor in the Loan Documents shall be true and correct in all material respects (except to the extent already qualified by materiality, in which case it will be true and correct in all respects) on the date of the Disbursement Letter of, and on the Funding Date of each Credit Extension; providedupon giving effect to, howeversuch funding, that such materiality qualifier shall not be applicable to any issuance or grant (except for representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring relate to a specific date shall be true, accurate and complete in all material respects as of such an earlier date, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section 5 hereof are true, accurate and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date); (c) in such Lender’s sole but reasonable discretion, there No event shall have occurred or circumstance exist that has not been any or could reasonably be expected to have a Material Adverse Change or any material adverse deviation by Borrower from the Annual Projections of Borrower presented to and accepted by Collateral Agent and each Lender;Effect; and (d) With respect to issuance of a Letter of Credit, the extent not delivered at LC Conditions shall be satisfied. Each request (or deemed request) by Borrowers for funding of a Loan, issuance of a Letter of Credit or grant of an accommodation shall constitute a representation by Borrowers that the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued foregoing conditions are satisfied on the Effective Datedate of such request and on the date of such funding, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereofissuance or grant.

2Conditions Precedent to all Credit Extensions. The obligation of each Lender to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) satisfaction of all Applicable Funding Conditions for the applicable Credit Extension as set forth in the Credit Facility Schedule, if any, in each case each in form and substance satisfactory to Agent and each Lender; (b) timely receipt by Collateral Agent and each Lender of an executed Disbursement Letter Credit Extension Form in the form of Exhibit B attached hereto; (bc) ​​ (i) for Credit Extensions made on the Closing Date, the representations and warranties in Section Article 5 hereof and elsewhere in the Financing Documents shall be true, accurate correct and complete in all material respects on the Closing Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true, correct and complete in all material respects as of such date; provided, further, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and (ii) for Credit Extensions made after the Closing Date, if any, the representations and warranties in Article 5 and elsewhere in the Financing Documents shall be true, correct and complete in all material respects on the date of the Disbursement Letter Credit Extension Form and on the Funding Date of each Credit Extension; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or would result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in Section Article 5 hereof are and elsewhere in the Financing Documents remain true, accurate and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (cd) no Default or Event of Default shall have occurred and be continuing or result from the Credit Extension; (e) payment in full of the fees owed to Agent and the Lenders in connection with the making of the applicable Credit Extensions, including pursuant to the Fee Letters; (f) Agent shall be satisfied with the results of any searches conducted under Section 3.5; (g) receipt by Agent of such evidence as Agent shall reasonably request to confirm that the deliveries made in Section 3.1 remain current, accurate and in full force and effect, or if not, updates thereto, each in form and substance satisfactory to Agent; and (h) as determined in such LenderXxxxxx’s sole but reasonable discretion, there has not been any Material Adverse Change or any material adverse deviation by Borrower from the Annual Projections of Borrower presented to and accepted by Collateral Agent and each Lender; (d) to the extent not delivered at the Effective Date, duly executed original Secured Promissory Notes, in number and form substantially similar to the Secured Promissory Note(s) issued on the Effective Date, and in favor of each Lender according to its Commitment Percentage, with respect to each Credit Extension made by such Lender after the Effective Date; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.5 hereofChange.