Common use of CONDITIONS OF ALL LOANS Clause in Contracts

CONDITIONS OF ALL LOANS. The obligation of any Lender to make any Loan, including the initial Loan, on any date is also subject to the conditions that: (a) no Event of Default has occurred and is continuing; (b) no event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC EVENTS OF Default") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULT") has occurred and is continuing; (c) in the case of Tranche A Loans, only the proceeds of such requested Tranche A Loan shall, at such date, be used by Borrower for the sole purpose of funding the Sponsor Escrow Account as a condition precedent to a funding in the same amount by IFC to VGEI under the IFC Loan Agreement within three (3) Business Days thereof; (d) since the date of this Agreement, no event has occurred which (i) has and is continuing to have or (ii) can reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article V); (f) the representations and warranties made in Article II are true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified shall be true and correct in all respects) on and as of such date with the same effect as if those representations and warranties had been made on and as of such date; (g) after giving effect to such Loan, neither Borrower nor its Subsidiaries would be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documents, however so called; (ii) any provision contained in any document to which Borrower or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any law, rule, regulation, authorization or agreement or other document binding on Borrower or any of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30; and (i) the undisbursed portion of funds available to VGEI under the IFC Loan Agreement are sufficient to finance VGEI's share of costs projected to be incurred up through the Phase One Completion Date.

CONDITIONS OF ALL LOANS. The obligation of any Lender to make any Loan, including the initial Loan, on any date is also subject to the conditions that: (a) no Event of Default has occurred and is continuing; (b) no event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC EVENTS OF Events of Default") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULTPotential Events of Default") has occurred and is continuing; (c) in the case of Tranche A Loans, only the proceeds of such requested Tranche A Loan shall, at such date, be used by Borrower for the sole purpose of funding the Sponsor Escrow Account as a condition precedent to a funding in the same amount by IFC to VGEI under the IFC Loan Agreement within three (3) Business Days thereof; (d) since the date of this Agreement, no event has occurred which (i) has and is continuing to have or (ii) can reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article V); (f) the representations and warranties made in Article II are true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified shall be true and correct in all respects) on and as of such date with the same effect as if those representations and warranties had been made on and as of such date; (g) after giving effect to such Loan, neither Borrower nor its Subsidiaries would be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documents, however so called; (ii) any provision contained in any document to which Borrower or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any law, rule, regulation, authorization or agreement or other document binding on Borrower or any of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30; and (i) the undisbursed portion of funds available to VGEI under the IFC Loan Agreement are sufficient to finance VGEI's share of costs projected to be incurred up through the Phase One Completion Date.

CONDITIONS OF ALL LOANS. The obligation of any Lender to make any Loan, including the initial Loan, on any date is also subject to the conditions that: (a) no Event of Default has occurred and is continuing; (b) no event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC EVENTS OF Events of Default") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULTPotential Events of Default") has occurred and is continuing; (c) in the case of Tranche A Loans, only the proceeds of such requested Tranche A Loan shall, at such date, be used by Borrower for the sole purpose of funding the Sponsor Escrow Account as a condition precedent to a funding in the same amount by IFC to VGEI under the IFC Loan Agreement within three (3) Business Days thereof; (d) since the date of this Agreement, no event has occurred which (i) has and is continuing to have or (ii) can reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article VV ); (f) the representations and warranties made in Article II are true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified shall be true and correct in all respects) on and as of such date with the same effect as if those representations and warranties had been made on and as of such date; (g) after giving effect to such Loan, neither Borrower nor its Subsidiaries would be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documents, however so called; (ii) any provision contained in any document to which Borrower or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any law, rule, regulation, authorization or agreement or other document binding on Borrower or any of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30; and (i) the undisbursed portion of funds available to VGEI under the IFC Loan Agreement are sufficient to finance VGEI's share of costs projected to be incurred up through the Phase One Completion Date.

CONDITIONS OF ALL LOANS. The obligation of any Lender to make any Loan, including the initial Loan, on any date is also subject to the conditions that: (a) no Event of Default has occurred and is continuing; (b) no event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC EVENTS OF DefaultDEFAULT") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULT") has occurred and is continuing; (c) in the case of Tranche A Loans, only the proceeds of such requested Tranche A Loan shall, at such date, be used by Borrower for the sole purpose of funding the Sponsor Escrow Account as a condition precedent to a funding in the same amount by IFC to VGEI under the IFC Loan Agreement within three (3) Business Days thereof; (d) since the date of this Agreement, no event has occurred which (i) has and is continuing to have or (ii) can reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article VARTICLE V ); (f) the representations and warranties made in Article ARTICLE II are true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified shall be true and correct in all respects) on and as of such date with the same effect as if those representations and warranties had been made on and as of such date; (g) after giving effect to such Loan, neither Borrower nor its Subsidiaries would be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documents, however so called; (ii) any provision contained in any document to which Borrower or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any law, rule, regulation, authorization or agreement or other document binding on Borrower or any of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30; and (i) the undisbursed portion of funds available to VGEI under the IFC Loan Agreement are sufficient to finance VGEI's share of costs projected to be incurred up through the Phase One Completion Date.

CONDITIONS OF ALL LOANS. The obligation of any No Loans shall be made by Lender to make any Loan, including unless the initial Loan, following conditions precedent have been satisfied on any date is also subject to the conditions thatrelevant Borrowing Date: (a) no Event The Lender shall have received a Notice of Default has occurred and is continuingBorrowing in accordance with Section 2.1(b); (b) no event Each of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC EVENTS OF Default") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 of the IFC Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULT") has occurred and is continuing; (c) in the case of Tranche A Loans, only the proceeds of such requested Tranche A Loan shall, at such date, be used by Borrower for the sole purpose of funding the Sponsor Escrow Account as a condition precedent to a funding in the same amount by IFC to VGEI under the IFC Loan Agreement within three (3) Business Days thereof; (d) since the date of this Agreement, no event has occurred which (i) has and is continuing to have or (ii) can reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article V); (f) the representations and warranties made by the Borrower and each other Loan Party contained in Article II are true and correct in all material respects (except for IV or any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified other Loan Document shall be true and correct in all respects) on and as of such date Borrowing Date, with the same effect as if those representations and warranties had been made on and as of the Borrowing Date, except to the extent, with the prior written consent of the Lender, the facts upon which such representation and warranty are based may be changed as a result of transactions permitted or contemplated hereby or such representation or warranty relates solely to a prior date; (gc) No Default or Event of Default shall have occurred and be continuing on such date, both immediately before and after giving effect to such Loan, neither Borrower nor its Subsidiaries would the Loans to be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documents, however so called; (ii) any provision contained in any document to which Borrower or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any law, rule, regulation, authorization or agreement or other document binding on Borrower or any of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30made; and (id) The security interests in the undisbursed portion Collateral previously pledged to the Lender pursuant to the Loan Documents shall remain perfected security interests second in priority only to the Senior Liens and other applicable Permitted Liens and shall be in full force and effect. (e) The use of funds available proceeds of the Borrowing, as specified in the Notice of Borrowing, shall comply with Section 2.1. (f) The Lender shall have received such other documents or certificates, in form and substance reasonably satisfactory to VGEI under the IFC Loan Agreement Lender, as it may reasonably request in connection with such Loan. Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in subsections (b), (c), (d) and (e) above are sufficient to finance VGEI's share true, both as of costs projected to be incurred up through the Phase One Completion date of such notice or request and as of the relevant Borrowing Date.

CONDITIONS OF ALL LOANS. The obligation of NFF to fund any Lender to make any Loan, including the initial Loan, on any date Loan is also subject to the satisfaction of each of the following conditions that:to the sole satisfaction of NFF (unless waived by NFF in accordance with Section 6.3): (a) no Event NFF shall have received a current statement of Default has occurred the Project budget, which shall include (i) initial projections at of Closing Date, as set forth on Exhibit D attached hereto, (ii) actual expenditures as of the date of the Loan request, (iii) any and is continuing;all changes to project budget since initial projections, and (iv) notes accompanying any such changes (together, the “Project Budget”). (b) no event of default pursuant to Section 7.02 NFF shall have received evidence of the IFC Loan Agreement ("IFC EVENTS OF Default") and no event or circumstance which would, with notice, lapse of time, the making of a determination or any combination thereof, become an event of default pursuant to Section 7.02 funding of the IFC Project by the Microsoft Corporation in the amount of $1,000,000 as a condition for NFF to fund any Loan Agreement ("IFC POTENTIAL EVENTS OF DEFAULT") has occurred and is continuing;that would cause the outstanding amount of the Loans to exceed $1,000,000. (c) The representations and warranties of Borrower set forth in the case Loan Documents shall be true on and as of Tranche A Loans, only the proceeds date of such requested Tranche A Loan shall, at as if made on such date, be used by Borrower for date (unless the sole purpose of funding the Sponsor Escrow Account as a condition precedent representations and warranties expressly refer to a funding in different date). (d) Immediately after giving effect to such Loan, no Default or Event of Default shall have occurred and be continuing. (e) NFF shall have received a Borrowing Request with respect to the same amount by IFC Loan(s), for such Loan(s) to VGEI under the IFC Loan Agreement within be made not later than 11:00 a.m., New York City time, three (3) Business Days thereof;business days before the requested funding date. (df) since the date No event or series of this Agreement, no event events that has occurred which (i) has and is continuing to have had or (ii) can could reasonably be expected to have a material adverse effect on Borrower and its Subsidiaries taken as a whole; (e) since December 31, 2001, Borrower and its Subsidiaries have not incurred any material loss or liability (except such liabilities as may be incurred in accordance with Article V); (f) the representations and warranties made in Article II are true and correct in all material respects (except for any such representations and warranties which are qualified by their terms by a reference to materiality or material adverse affect, which representation as so qualified shall be true and correct in all respects) on and as of such date with the same effect as if those representations and warranties had been made on and as of such date; (g) after giving effect to such Loan, neither Borrower nor its Subsidiaries would be in violation of: (i) its articles of incorporation and bylaws and/or such other constitutive documentsBorrower’s operations, however so called; properties, assets, prospects or condition, (ii) any provision contained Borrower’s ability to perform its obligations under the Loan Documents in any document to which Borrower a timely manner, or any of its Subsidiaries is a party (including this Agreement) or by which Borrower or any of its Subsidiaries is bound; or (iii) any lawlegality, rulevalidity, regulation, authorization binding effect or agreement enforceability of the Loan Documents or other document binding NFF’s rights thereunder. Each Loan shall be deemed to constitute a representation and warranty by Borrower on Borrower or any the date thereof as to the matters specified in clauses (a) and (d) of its Subsidiaries directly or indirectly limiting or otherwise restricting Borrower's or any of its Subsidiary's borrowing power or authority or its ability to borrow; (h) on and as of such date, Borrower's Long-term Debt to Equity Ratio does not exceed 70:30; and (i) the undisbursed portion of funds available to VGEI under the IFC Loan Agreement are sufficient to finance VGEI's share of costs projected to be incurred up through the Phase One Completion Datethis Section.