Closing Date Acquisition Documents. Attached thereto is a true, complete and correct copy of each of the material Closing Date Acquisition Documents in effect as of the Closing Date.
Closing Date Acquisition Documents. Holdings and the Borrowers have delivered to the Administrative Agent complete and correct copies of each Closing Date Acquisition Document and of all material exhibits and schedules thereto, in each case as of the date hereof.
Closing Date Acquisition Documents. Receipt by the Administrative Agent of (i) copies of the Closing Date Acquisition Agreement and all other material Closing Date Acquisition Documents, certified by an Authorized Officer of the Borrower as being true, complete and correct and (ii) evidence satisfactory to the Administrative Agent in its sole discretion that (x) the Closing Date Acquisition shall have been, or substantially simultaneously with the funding of the initial Loans hereunder will be, consummated in accordance with the terms of the Closing Date Acquisition Agreement, without any material amendment, material consent or material waiver (including any waiver of a material condition precedent to the Borrower’s or its applicable Affiliate’s obligation to close under the Closing Date Acquisition Agreement or otherwise consummate the Closing Date Acquisition) thereof except as consented to by the Administrative Agent and (y) no Material Adverse Effect (as defined in the Closing Date Acquisition Agreement) has occurred or is continuing as of the Closing Date.
Closing Date Acquisition Documents. The Borrowers have delivered to the Agents a complete and correct copy of the Closing Date Acquisition Documents. Each of the Closing Date Acquisition Documents to which each Borrower is a party constitutes the legal, valid and binding obligation of such Borrower, enforceable against such Borrower in accordance with its terms. No Borrower and, to the Borrowers’ knowledge, no other Person party thereto is in default in the performance or compliance with any material provisions of the Closing Date Acquisition Documents. The Closing Date Acquisition Documents comply with, and the Closing Date Acquisition has been consummated in accordance with, all Applicable Laws in effect as of the Closing Date.
Closing Date Acquisition Documents. Receipt by the Administrative Agent of (i) copies of the Closing Date Acquisition Agreement and all other material Closing Date Acquisition Documents, certified by an Authorized Officer of the Borrower as being true, complete and correct and (ii) evidence satisfactory to the Administrative Agent in its sole 76
Closing Date Acquisition Documents. The Closing Date Acquisition Documents shall be in full force and effect, and the Agent and the Lead Arranger shall have received a true, correct and fully executed copy of the Closing Date Acquisition Documents certified by an Authorized Officer of the Borrower to be true, correct and complete.
Closing Date Acquisition Documents. Administrative Agent shall have received copies of the Closing Date Acquisition Agreement and all exhibits, schedules, annexes, addenda and other attachments thereto, and all material agreements, instruments and other documents delivered in connection therewith (collectively, the “Closing Date Acquisition Documents”), in each case duly executed by the parties thereto, together with a certification by an Authorized Officer of Holdings that such documents are in full force and effect on the Closing Date.
Closing Date Acquisition Documents. As of the Closing Date, XX XX has delivered to Agent a complete and correct copy of the Closing Date Acquisition Documents (including all schedules, exhibits, amendments, supplements, modifications and assignments). No Credit Party and no other Person party thereto is in default in the performance or compliance with any provisions thereof. Each such Closing Date Acquisition Document complies with, and the Closing Date Acquisition has been consummated in accordance with, all applicable laws. Each such Closing Date Acquisition Document is in full force and effect as of the Closing Date and has not been terminated, rescinded or withdrawn. All requisite approvals by Governmental Authorities having jurisdiction over any seller party to such Closing Date Acquisition Documents, any Closing Date Target, any Credit Party and other Persons referenced therein, with respect to the transactions contemplated by such Closing Date Acquisition Documents, have been obtained, and no such approvals impose any conditions to the consummation of the transactions contemplated by such Closing Date Acquisition Documents or to the conduct by any Closing Date Target or an Credit Party of its business thereafter. To the best of GP II’s knowledge, no representations or warranties of any seller party to any such Closing Date Acquisition Document contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleading.
Closing Date Acquisition Documents. Borrowers have provided to the Purchaser true, correct and complete copies of the Closing Date Acquisition Agreement and the other Closing Date Acquisition Documents, including true, correct and complete copies of the final disclosure schedules referenced in and/or attached thereto. To Borrowers’ knowledge, all of the representations and warranties set forth in the Closing Date Acquisition Documents are true and correct in all material respects (or in all respects to the extent the representation or warranty is already qualified by a materiality concept). All of the conditions precedent to the “Closing” as defined in the Closing Date Acquisition Agreement have been fulfilled (or waived to the satisfaction of Purchaser) other than the payment of the purchase price due at such Closing. Immediately upon the funding of the Notes, the “Closing” under the Closing Date Acquisition Agreement shall be consummated in accordance with the terms and conditions thereof and all applicable Laws, without material waiver of any term or condition thereof which has not been consented to by the Purchaser.
Closing Date Acquisition Documents. The Credit Parties have delivered to Agent a complete and correct copy of the Closing Date Acquisition Agreement and the other material Closing Date Acquisition Documents (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other documents delivered pursuant thereto or in connection therewith). As of the Closing Date, neither any Credit Party, nor, to the knowledge of any Credit Party, any other Person party thereto is in default in the performance or compliance with any provisions thereof. The Closing Date Acquisition Agreement complies with, and the Closing Date Acquisition has been consummated in accordance with, all Applicable Laws in all material respects. The Closing Date Acquisition Agreement is in full force and effect as of the Closing Date, and has not been terminated, rescinded or withdrawn. All approvals by Governmental Authorities having jurisdiction over the Seller thereunder, the Credit Parties and other Persons referenced therein necessary to the consummation of the transactions contemplated by the Closing Date Acquisition Agreement, have been obtained, and no such approvals impose any conditions to the consummation of the transactions contemplated by the Closing Date Acquisition Agreement or to the material conduct by the Credit Parties of their business thereafter.
