COMMITMENT CONDITIONS. FFB shall be under no obligation to purchase the Bond under this Agreement unless and until each of the conditions specified in this article 3 has been satisfied.
COMMITMENT CONDITIONS. If a commitment letter or similar agreement shall have been issued by Lender for the Loan, such additional conditions as shall be specified in such commitment shall have been satisfied.
COMMITMENT CONDITIONS. FFB shall be under no obligation to purchase the Note under this Agreement, and the Secretary shall be under no obligation to issue the Secretary’s Guarantee guaranteeing such Note, unless and until each of the conditions specified in this article 3 has been satisfied.
COMMITMENT CONDITIONS. The Commitment as to any Borrower is --------------------- conditioned upon the satisfaction of the following conditions:
(1) This Agreement shall have become effective pursuant to Section 8 hereof;
(2) The Borrower shall have executed and delivered to the Administrative Agent the New Loan Documents to which he or she is a party in form and substance satisfactory to the Banks on or before the applicable Commitment Expiration Date;
(3) The Guarantor shall have executed and delivered the New Conseco Guaranty on or before the applicable Commitment Expiration Date;
(4) The CIHC shall have executed and delivered the New CIHC Guaranty on or before the applicable Commitment Expiration Date;
(5) To the extent not generally described on Schedule I hereto, the other conditions set forth in the New Loan Documents shall be similar to the conditions, including as to the satisfaction of any regulatory requirements, under the Existing Credit Agreement, and all of such conditions shall have been satisfied on or before the applicable Commitment Expiration Date;
(6) The absence of the occurrence and continuation of any Termination Event; and
(7) The Guarantor shall have certified in writing that the applicable Borrower has accepted the Plan and has satisfied the conditions to the Plan governing such Borrower's participation in the Plan.
COMMITMENT CONDITIONS. FFB shall be under no obligation to purchase the Notes under this Agreement unless and until each of the conditions specified in this article 3 has been satisfied.
COMMITMENT CONDITIONS. 1. Conditions Applicable to the Initial Request for Investment in an SPV Security. The Secretary shall be under no obligation to accept any monies or make any investment in an SPV security under this MOU unless and until each of the conditions specified in this paragraph (in addition to each of the conditions specified below in paragraph 2 of this section of this MOU) has been satisfied.
COMMITMENT CONDITIONS. (A) Borrower shall have paid to Lender an origination fee equal to $1,462,500. Such fee shall be deemed to have been fully earned upon execution of this Agreement, regardless of whether all or part of the New Loan Amount is actually funded.
(B) Lender shall have completed its "due-diligence" review of the Borrower, the members of the Borrower Control Group, the Operating Companies and their respective Affiliates, including the organizational and governing documents, major agreements binding or affecting, and financial condition of each of them, and such other documents and information as Lender may request, and the results of such review shall be satisfactory to Lender in its sole discretion.
COMMITMENT CONDITIONS. The continued satisfaction of each of the conditions enumerated in Sections 5.1.1, 5.1.2, 5.1.3 and 5.1.4.
COMMITMENT CONDITIONS. 6 Section 3.1 Commitment Amount Limit................................................................................6
COMMITMENT CONDITIONS. This Commitment and the funding of the Facility prior to the Termination Date (as defined below) are subject to satisfaction of the following conditions precedent, and such other conditions precedent as are customary for transactions of this type, all as determined by Initial Lenders and Co-Lead Arrangers:
(a) The formation of the Westfield Acquisition Vehicle as a bankruptcy remote single purpose entity wholly owned, directly or indirectly, by XXXX (together with XXXX, the "BORROWER").
(b) Approval of all aspects of the Xxxxxxxx Acquisition and the principal documents governing the Xxxxxxxx Acquisition.
(c) Approval of the organizational structure, control provisions and organizational documents of the Borrower, Guarantor, Westfield Acquisition Vehicle and the Westfield Acquisition Vehicle's principal subsidiaries and joint ventures, including any entity in which Westfield Acquisition Assets will be held and, if applicable, the Lone Star Newco and the Lone Star OP (such entities are referred to collectively as the "BORROWER PARTIES").
(d) Concurrent closing of the Lone Star Acquisition;
(e) The preparation, execution and delivery of loan documentation, opinions of Xxxxxxxx's counsel covering such matters as Initial Lenders may require in good faith, and all other contracts, instruments, addenda and documents deemed necessary by Initial Lenders to evidence the Facility ("LOAN DOCUMENTS"). In preparing the Loan Documents, Initial Lenders and Administrative Agent will give due consideration to the terms of the credit agreement entered into by XXXX and Deutsche Bank Trust Company Americas with regard to XXXX'x existing $245 million credit facility (the "GROWTH CREDIT AGREEMENT"), subject to appropriate underwriting factors applicable to this transaction and the results of Xxxxxx's due diligence.
(f) The absence of (i) any change, occurrence, or development that could, in the good faith opinion of Administrative Agent or Initial Lenders, have a material adverse effect on the business, condition (financial or otherwise), operations, performance, properties or prospects of the Borrower, the Guarantor or the Westfield Acquisition Assets;
(g) Satisfaction with the results of all legal, business, and financial due diligence; including (i) all aspects of the Westfield Acquisition Assets, and the Westfield Acquisition Vehicle's acquisition thereof; (ii) all material contracts and agreements of the Borrower Parties; and (iii) tax, REIT, ERISA, and other regulatory mat...
