CONDITIONS OF INITIAL EXTENSION OF CREDIT Sample Clauses

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Bank to extend any credit contemplated by this Agreement is subject to the fulfillment to Bank's satisfaction of all of the following conditions:

CONDITIONS OF INITIAL EXTENSION OF CREDIT. Section 2.01 of this Agreement shall become effective on and as of the first date (the “Closing Date”) on which the following conditions precedent have been satisfied or waived in accordance with Section 10.01 (and the obligation of each Lender to make an Advance on the occasion of the Initial Extension of Credit hereunder is subject to the satisfaction (or waiver in accordance with Section 10.01) of such conditions precedent before or concurrently with the Closing Date): (a) The Administrative Agent shall have received the following, each of which shall be originals or telecopies (followed promptly by originals) unless otherwise specified, with each Loan Document properly executed by a Responsible Officer of the signing Loan Party, each dated the Closing Date (or, in the case of certificates of governmental officials, a recent date before the Closing Date) and each in form and substance reasonably satisfactory to the Administrative Agent: (i) Executed counterparts of this Agreement. (ii) The Notes payable to the order of the Lenders to the extent requested by the Lenders pursuant to the terms of Section 2.18. (iii) A security agreement in substantially the form of Exhibit D hereto (the “Security Agreement”), duly executed by each Loan Party, together with: (A) certificates representing the Initial Pledged Equity referred to therein accompanied by undated stock powers executed in blank and instruments evidencing the Initial Pledged Debt referred to therein, indorsed in blank, (B) proper financing statements in form appropriate for filing under the Uniform Commercial Code of all jurisdictions that the Administrative Agent may deem necessary in order to perfect and protect the first priority liens and security interests created under the Security Agreement, covering the Collateral described in the Security Agreement, (C) completed Lien searches, dated on or before the Closing Date, listing all effective financing statements (according to the applicable filing office) filed in the jurisdictions referred to in clause (B) above that name any Loan Party as debtor, together with copies of such financing statements, (D) the Intellectual Property Security Agreement duly executed by each Loan Party, (E) evidence of the insurance required by the terms of the Security Agreement, (F) with respect to any Material Account, a Deposit Account Control Agreement referred to in the Security Agreement, duly executed by the applicable Loan Parties and each Pledged Account Bank ...

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Lender to make the initial Advance or other initial extension of credit under this Agreement is subject to the fulfillment to Lender's satisfaction of each of the following conditions: (i) all Loan Documents (including promissory notes evidencing the Line of Credit and the Term Loan, pursuant to Section 1.9) and all other documents relating to this Agreement will have been executed and delivered, and Lender will have received copies of each Loan Party's organizational documents, satisfactory authorizing resolutions and recent good standing certificates for each Loan Party, as well as opinions of counsel to the Loan Parties, in each case satisfactory to Lender, (ii) Lender will have confirmed to its satisfaction that there has been no Material Adverse Change since the date of the last financial statements provided to Lender, (iii) Uniform Commercial Code and other searches and all Uniform Commercial Code and other filings deemed necessary by Lender will have been completed and will have confirmed Lender's first-priority Liens in the Collateral and the results thereof will be otherwise satisfactory to Lender, (iv) all insurance policies and other documents, agreements and actions required by this Agreement and the other Loan Documents will have been completed and will be in place, (v) no event which would constitute a Default or an Event of Default will have occurred, (vi) Lender will have received all required Collateral Access Agreements, (vii) Lender shall have received all financial information of each Loan Party required by this Agreement, including, without limitation, all financial projections, and monthly income statements, balance sheets and cash flow projections for a period determined by Lender, (viii) Lender will have completed its business, legal, and Collateral due diligence, including (a) a Collateral examination, appraisals and review of each Loan Party's Inventory, books and records and a verification of each Loan Party's representations and warranties to Lender, together with an appraisal of the Equipment of each Borrower and its Subsidiaries, and an updated collateral examination if the Closing Date shall occur more than 60 days after the initial collateral examination and audit of Borrowers and their Subsidiaries, in each case with results satisfactory to Lender, (b) an inspection of each of the locations where the Inventory of each Loan Party is located, the results of which must be satisfactory to Lender, (c) vendor an...

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Bank to ----------------------------------------- grant any of the Credits is subject to fulfillment to Bank's satisfaction of all of the following conditions:

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of each Lender to make the initial Extension of Credit is subject to satisfaction of the following conditions precedent:

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Lender to make the initial Extension of Credit is subject to satisfaction of the following conditions precedent: (a) Unless waived by Lender, Lender’s receipt of the following, each of which shall be originals or facsimiles or electronic copies (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Borrower Party, each dated on, or in the case of third-party certificates, recently before the Closing Date and each in form and substance satisfactory to Lender and its legal counsel: (i) executed counterparts of this Agreement, sufficient in number for distribution to Lender and Borrower; (ii) if requested by Lender, a Note executed by Borrower in favor of Lender, in a principal amount equal to the Commitment; (iii) a certified resolution and an incumbency certificate of the Borrower; (iv) the articles or certificate of incorporation or organization of Borrower and CPK Management Company as in effect on the Closing Date, certified by the Secretary of State of California as of a recent date and the bylaws of Borrower and CPK Management Company, Inc as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of Borrower and CPK Management Company, Inc, respectively, as of the Closing Date; provided, however, that such articles and bylaws need not be delivered hereunder to the extent not different from those previously delivered to Lender; (v) a good standing certificate for Borrower and CPK Management Company, from the Secretary of State of California as of a recent date; (vi) a certificate signed by a Responsible Officer of Borrower certifying that the conditions specified in Sections 4.01(c) and 4.01(d) have been satisfied; (vii) an opinion of counsel to Borrower in form and substance satisfactory to Lender; (viii) a Reaffirmation of the Master Subsidiary Guaranty executed by CPK Management Company; and (ix) such other assurances, certificates, documents, consents or opinions as Lender reasonably may require. (b) Any fees required to be paid on or before the Closing Date shall have been paid. (c) The representations and warranties made by Borrower herein, or which are contained in any certificate, document or financial or other statement furnished at any time under or in connection herewith or therewith, shall be correct in all material respects on and as of the Closing Date. (d) No Default or Event of Default shall have occurred and be continuing. (e...

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Bank to make any loans or extend any credit hereunder is subject to the fulfillment to Bank's satisfaction of all of the following conditions (the date upon which all such conditions are satisfied or waived in writing by the Bank being referred to herein as the "Closing Date"):

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Lender to make a Term Loan on the Initial Borrowing Date is subject to the satisfaction of the condition precedent that Lender shall have received on or before such date, the following items in form and substance satisfactory to Lender and its counsel executed where appropriate by a duly authorized officer of Borrower:

CONDITIONS OF INITIAL EXTENSION OF CREDIT. The obligation of Lender to make an initial extension of credit hereunder is subject to the fulfillment to Lender’s reasonable satisfaction of all of the following conditions: