Common use of Conditions for All Loans Clause in Contracts

Conditions for All Loans. The obligation of the Lender to make any Loan, including the initial Loan on or after the Closing Date, is subject to the fulfillment to Lender’s satisfaction of each of the following conditions, unless otherwise waived by Lender: (a) The Lender shall have received a notice from the Borrower requesting that a Loan be made, which notice shall specify (i) the amount of the Loan; (ii) the date the Borrower would like Lender to make such Loan (which date shall be a Business Day) (the “Credit Date”) and (iii) a description of the proposed use of the proceeds of such Loan; (b) After making the Loans requested, the aggregated principal amount of Loans made by Lender to Borrower on and after the Closing Date shall not exceed the Maximum Amount; (c) As of such Credit Date, the representations and warranties of the Loan Parties contained herein and in the other Transaction Documents shall be true and correct on and as of that Credit Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct on and as of such earlier date; (d) As of such Credit Date, no event shall have occurred and be continuing or would result from the making of the requested Loan that would constitute a Default or an Event of Default or a default under the Merger Agreement; (e) None of the Borrower, the Guarantors or the Lender shall be subject to any order, decree or injunction of a court or administrative or governmental body or agency of competent jurisdiction directing that the transactions provided for in the Transaction Documents or Merger Agreement or any material aspect thereof not be consummated as contemplated by the Transaction Documents or Merger Agreement; and (f) There shall not be any action, suit, proceeding, complaint, charge, hearing, inquiry or investigation before or by any court or administrative or governmental body or agency pending or, to the Borrower’s best knowledge, threatened, wherein an unfavorable order, decree or injunction would prevent the performance of any of the Transaction Documents or Merger Agreement or the consummation of any material aspect of the transactions or events contemplated thereby, declare unlawful any aspect of the transactions or events contemplated by the Transaction Documents or Merger Agreement, cause any material aspect of the transactions contemplated by the Transaction Documents or Merger Agreement to be rescinded or have a Material Adverse Effect.

Conditions for All Loans. The obligation Commitment of the each Lender to make any Loan, including the initial each Loan on or after the Closing Date, is hereunder shall be subject to the fulfillment to Lender’s satisfaction of each of the following conditions, unless otherwise waived by Lenderconditions precedent on the date of such Loan: (a) The Lender Agent shall have received a notice from the relevant Borrower a Borrowing Request requesting that a Loan be made, which notice shall specify (i) the amount of the Loan; (ii) the date the Borrower would like Lender to make such Loan (which date shall be a Business Day) (the “Credit Date”) and (iii) a description of the proposed use of the proceeds of such Loan;as required by Section 2.03. (b) After making the Loans requested, the aggregated principal amount of Loans made by Lender to Borrower on and after the Closing Date shall not exceed the Maximum Amount; (c) As of such Credit Date, the The representations and warranties of the Loan Parties contained herein and applicable Borrower set forth in Article III hereof (except in the other Transaction Documents case of a refinancing of a Borrowing with a new Borrowing that does not increase the aggregate principal amount of the Loans of any Lender, the representations set forth in Sections 3.05(d), 3.06, 3.11 and 3.13) shall be true and correct in all material respects on and as of that Credit Date to the date of such Borrowing with the same extent effect as though made on and as of that such date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case such representations and warranties shall have been true and correct on and as of such earlier date;. (dc) As At the time of and immediately after such Credit DateBorrowing, no event Default or Event of Default affecting the relevant Borrower (and, with respect to any Loan to Holdings, no Default or Event of Default affecting Energy or Oncor of the types described in clauses (b), (c), (g), (h), (i), (j), (k) and (l) of Article VI "Events of Default") shall have occurred and be continuing at the time of such Borrowing or would result from the making of such Loan. (d) In the requested case of any Loan that would constitute a to Energy, no Default or an Event of Default or a default under shall have occurred and be continuing with respect to the Merger Agreement;failure of Holdings to comply with Section 5.11. (e) None The Borrowers shall have first drawn in full all amounts available (excluding, however, amounts available solely pursuant to the issuance of letters of credit under the Borrower, Liquidity Facilities and the Guarantors or drawing of amounts thereunder) to be drawn under the Lender shall be subject to any order, decree or injunction of a court or administrative or governmental body or agency of competent jurisdiction directing that Liquidity Facilities other than the transactions provided for in the Transaction Documents or Merger Agreement or any material aspect thereof not be consummated as contemplated by the Transaction Documents or Merger Agreement; andHoldings Facility. (f) There shall not be any action, suit, proceeding, complaint, charge, hearing, inquiry On or investigation before or by any court or administrative or governmental body or agency pending or, prior to the Borrower’s best knowledgedate of such Loan, threatened, wherein an unfavorable order, decree Holdings shall have drawn amounts under the Holdings Facility in a principal amount equal to or injunction would prevent greater than the performance of any principal amount of the Transaction Documents or Merger Agreement or the consummation Loans to be made hereunder on such date. (g) The Agent shall have received a certificate of any material aspect a Responsible Officer of the transactions or events contemplated thereby, declare unlawful any aspect relevant Borrower certifying that the matters set forth in paragraphs (b) through (f) of the transactions or events contemplated this Section 4.02 are true and correct as of such date. Each Loan shall be deemed to constitute a representation and warranty by the Transaction Documents or Merger AgreementBorrower for which such Loan was made on the date of such Borrowing as to the matters specified in subsections (b), cause any material aspect (c) and (d) of the transactions contemplated by the Transaction Documents or Merger Agreement to be rescinded or have a Material Adverse Effectthis Section 4.02.

Conditions for All Loans. The obligation of the Lender to make any Loan, including the initial Loan Loan, on or after the Closing Date, Date is subject to the fulfillment to Lender’s satisfaction of each of the following conditions, unless otherwise waived by Lender: (a) The Lender shall have received a notice from the Borrower requesting that a Loan be made, which notice shall specify (i) the amount of the Loan; (ii) the date the Borrower would like Lender to make such Loan (which date shall be a Business Day) (the “Credit Date”) and (iii) a description of the proposed use of the proceeds of such Loan, which must be for working capital consistent with the uses shown in the updated Budget submitted pursuant to Section 3.2(b) herein or for expenses identified in such Budget; (b) The Borrower shall deliver to the Lender an updated Budget for its operations for the thirty (30) day period following the date of the previously submitted Budget including a comparison of the actual cash receipts and expenditures for the thirty (30) day period preceding the date of the submitted Budget in comparison to the previously submitted Budget, all of which shall be in such detail and in form and substance acceptable to the Lender in its sole and absolute discretion; (c) After making the Loans requested, the aggregated principal amount of Loans made by Lender to Borrower on and after the Closing Date shall not exceed the Maximum Amount; (cd) As of such Credit Date, the representations and warranties of the Loan Parties contained herein and in the other Transaction Documents shall be true and correct on and as of that Credit Date to the same extent as though made on and as of that datecorrect, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct on and as of such earlier date; (de) As of such Credit Date, no event shall have occurred and be continuing or would result from the making of the requested Loan that would constitute a Default or an Event of Default or a default under breach of the Merger Agreement; (ef) None of the Borrower, the Guarantors or the Lender shall be subject to any order, decree or injunction of a court or administrative or governmental body or agency of competent jurisdiction directing that the transactions provided for in the Transaction Documents or the Merger Agreement or any material aspect thereof not be consummated as contemplated by the Transaction Documents or Merger Agreement; and; (fg) There shall not be any action, suit, proceeding, complaint, charge, hearing, inquiry or investigation before or by any court or administrative or governmental body or agency pending or, to the Borrower’s best knowledge, threatened, wherein an unfavorable order, decree or injunction would prevent the performance of any of the Transaction Documents or Merger Agreement or the consummation of any material aspect of the transactions or events contemplated thereby, declare unlawful any aspect of the transactions or events contemplated by the Transaction Documents or Merger Agreement, cause any material aspect of the transactions contemplated by the Transaction Documents or Merger Agreement to be rescinded or have a Material Adverse Effect, other than proceedings currently pending with respect to permits for the Montanore project as described on Schedule 3.2(g); and (h) Except as set forth in Schedule 3.2(h), no event or development, individually, or in the aggregate, shall have occurred since December 31, 2015 which could have a Material Adverse Effect.