Closing Date Conditions Precedent. The occurrence of the Closing Date was subject to the satisfaction, or waiver in accordance with Section 10.5, of the following conditions on or before the Closing Date:
Closing Date Conditions Precedent. The obligation of Lender to make Loans on or after the Closing Date is subject to the conditions precedent that Lender shall have received, in form and substance satisfactory to Lender, the following:
(a) this Agreement, the Note, the Guaranty, the Intellectual Property Security Agreement and each of the other Loan Agreements to which each Loan Party is a party, duly executed by such Loan Party;
(b) the Services Agreement, duly executed by Borrower;
(c) payment of all Lender Expenses incurred in connection with this Agreement;
(d) a copy of the resolutions of the board of directors of each Loan Party authorizing the execution, delivery and performance of this Agreement, the Note, the Guaranty, the Intellectual Property Security Agreement and each of the other Loan Agreements to which such Loan Party is a party, certified by the Secretary or an Assistant Secretary of such Loan Party (which certificate shall state that such resolutions are in full force and effect);
(e) a certificate of good standing of Borrower issued by the Secretary of State of the State of Nevada dated no later than five (5) business days prior to the Closing date;
(f) a certificate of a duly authorized officer of Borrower, dated as of the Closing Date, certifying that (i) the conditions set forth in this Article 3 have been satisfied; (ii) each of the representations and warranties of Borrower set forth in this Agreement and the other Loan Documents is true and correct as of the Closing Date (except to the extent stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct as of such earlier date); (iii) no Default or Event of Default shall have occurred and be continuing on the Closing Date; and (d) since August 31, 2013, nothing shall have occurred which has had, or could reasonably be expected to have, a Material Adverse Effect;
(g) evidence that appropriate UCC-1 financing statements and other evidences of Lender’s security interests have been duly filed in such office or offices as may be necessary or, in the opinion of Lender, desirable to perfect Lender’s security interests in and to its collateral, including without limitation Intellectual Property Security Agreements executed by each Loan Party in the form of Exhibit D attached hereto; and
(h) such other documents or certificates, and completion of such other matters, as Lender may reasonably deem necessary or appropriate.
Closing Date Conditions Precedent. The effectiveness of this Agreement, the obligation of each Bank to make its ratable share of Loans on the Closing Date or any date thereafter and the obligation of the L/C Issuer to issue L/Cs on the Closing Date or any date thereafter are subject to the condition precedent that Agent shall have received the following items, on or before the Closing Date, in form and substance reasonably satisfactory to Agent in its sole discretion:
Closing Date Conditions Precedent. The obligation of each Lender to make any Loan on the Closing Date is subject to the satisfaction, or waiver in accordance with Section 9.1, of the following conditions on or before the Closing Date:
Closing Date Conditions Precedent. The obligations of (a) the Lenders to make Loans (including the Swingline Lender to make Swingline Loans) and (b) any Issuing Bank to issue Letters of Credit or amend, extend, reinstate or renew Letters of Credit hereunder (each, a “Credit Event”) is subject to the satisfaction or waiver by the Administrative Agent, of the following conditions precedent:
Closing Date Conditions Precedent. The obligations of the Parties to sell and purchase, respectively, the Acquired Interests are subject to the fulfillment (or waiver by the applicable Party), at or before the Closing, by the applicable Party of each of the following conditions:
Closing Date Conditions Precedent. The Lenders shall, jointly and severally, fund the full amount of the Note as soon as all of the conditions precedent set forth at paragraph 5.1 through 5.3 hereof have been satisfied (the “Closing Date”):
Closing Date Conditions Precedent. Each of the conditions set forth in Section 5.1 hereof shall have been satisfied or waived in accordance with Section 12.10.
Closing Date Conditions Precedent. The effectiveness of this Agreement and the obligations of the parties hereto are subject to the condition precedent that the Lenders shall have received or waived receipt of the following on or prior to the Closing Date (unless otherwise noted):
(a) a copy of this Agreement and each of the other Transaction Documents identified on the closing list attached as Exhibit E hereto, in each case duly executed by each party thereto, and each other item identified on such closing list (it being understood, however, that no sublicense of IP Assets by SmileDirect or any subsequent sublicensee thereof shall be a condition precedent to the effectiveness of this Agreement);
(b) evidence that the Collection Account (other than any Foreign Receivables Collection Account) and the Cash Reserve Account have been established;
Closing Date Conditions Precedent. On the Closing Date, (i) all of the conditions to effecting or consummating any transaction contemplated to occur on or prior to the Closing Date that are set forth in the Related Agreements have been duly satisfied or, with the consent of Administrative Agent, waived, and (ii) the RCP 2 Acquisition Closing has been consummated in accordance with the Related Agreements and all applicable laws.
