CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. On or prior to the consummation of any Acquisition (whether or not the purchase price for such Acquisition is funded by Borrowings), Borrower shall have satisfied the conditions and delivered, or caused to be delivered, to Administrative Agent, all documents and certificates set forth on SCHEDULE 7.2 by no later than the dates specified for satisfaction of such conditions on SCHEDULE 7.2. Promptly upon receipt of each Permitted Acquisition Compliance Certificate and each Permitted Acquisition Loan Closing Certificate, Administrative Agent shall provide copies of such certificates to Lenders. All documentation delivered and satisfaction of conditions pursuant to the requirements of SECTION 7.2 must be satisfactory to Administrative Agent. To the extent any Borrowing is being requested in connection with the consummation of the Acquisition, the conditions set forth in SECTIONS 7.2 and 7.3 hereof must be satisfied prior to the making of any such Borrowing.
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. (a) Prior to the consummation of any Acquisition pursuant to ITEM (a) of the definition of "Permitted Acquisition" (whether or not the purchase price for such Acquisition is funded by Borrowings), Borrower shall deliver to Administrative Agent a written certification that (i) all representations and warranties under the Loan Papers are true and correct immediately prior to and after giving effect to the Acquisition, and (ii) no Default or Potential Default exists at the time of the Acquisition and after giving effect to the Acquisition; provided that, no such written certification shall be required if the Purchase Price for the Acquisition does not exceed $50,000,000 (and does not exceed $50,000,000 when aggregated with all other Permitted Acquisitions satisfying the requirements of ITEM (a) under the definition of "Permitted Acquisition" consummated during the fiscal quarter of Borrower and its Restricted Subsidiaries in which the Acquisition occurs) so long as Borrower confirms in its next quarterly or annual Compliance Certificates required to be delivered pursuant to SECTIONS 7.3(a) and 7.3(b) its compliance with CLAUSES (i) and (ii) above with respect to such Acquisition consummated during the subject period.
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. On or prior to the consummation of any Acquisition (whether or not the purchase price for such Acquisition is funded by Borrowings), Borrower shall have satisfied the conditions and delivered, or caused to be delivered, to Administrative Agent, all documents and certificates set forth on SCHEDULE 7.2 by no later than the dates specified for satisfaction of such conditions on SCHEDULE 7.2; PROVIDED THAT, with respect to the Acquisition of California 4 RSA, Borrower shall not be required to deliver the Permitted Acquisition Compliance Certificate 30 days prior to closing of such Acquisition, SO LONG AS Borrower shall deliver all certificates and documents required under PART A of SCHEDULE 7.2 on or prior to the Closing Date. Promptly upon receipt of each Permitted Acquisition Compliance Certificate and each Permitted Acquisition Loan Closing Certificate, Administrative Agent shall provide copies of such certificates to Lenders. All documentation delivered and satisfaction of conditions pursuant to the requirements of SECTION 7.2 must be satisfactory to Administrative Agent. To the extent any Borrowing is being requested in connection with the consummation of the Acquisition, the conditions set forth in SECTIONS 7.2 and 7.3 hereof must be satisfied prior to the making of any such Borrowing.
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. A Permitted Acquisition shall be subject to the satisfaction, in the Agent’s discretion, of the following terms and conditions:
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. On or prior to the consummation of any Permitted Acquisition (whether or not the Purchase Price for such Permitted Acquisition is funded by Borrowings), Borrower shall have satisfied the conditions and delivered, or caused to be delivered, to Administrative Agent, all documents and certificates set forth on SCHEDULE 7.2 by no later than the dates specified for satisfaction of such conditions on SCHEDULE 7.2. Promptly upon receipt of each Permitted Acquisition Compliance Certificate and each Permitted Acquisition Loan Closing Certificate, Administrative Agent shall provide copies of such certificates to Lenders. All documentation delivered and satisfaction of conditions pursuant to the requirements of SECTION 7.2 must be satisfactory to Administrative Agent (and in the case of the Supplemental Capital Expenditures Budget, must be acceptable to Administrative Agent, Co-Syndication Agents, and Co-Documentation Agents). To the extent any Borrowing is being requested in connection with the consummation of the Permitted Acquisition, the conditions set forth in SECTIONS 7.2 and 7.3 must be satisfied prior to the making of any such Borrowing. CONDITIONS PRECEDENT TO EACH BORROWING. In addition to the conditions stated in SECTION 7.1 and SECTION 7.2 (as applicable), Lenders will not be obligated to fund (as opposed to continue or convert) any Borrowing, and Administrative Agent will not be obligated to issue any LC, UNLESS on the date of such Borrowing or issuance (and after giving effect thereto): (a) Administrative Agent shall have timely received therefor a Borrowing Notice or LC Request (TOGETHER WITH the applicable LC Agreement); (b) Administrative Agent shall have received, as applicable, the LC fees provided for in SECTION 5.4; (c) all of the representations and warranties of any Company set forth in the Loan Documents are true and correct in all material respects (EXCEPT to the extent that (i) the representations and warranties speak to a specific date or (ii) the facts on which such representations and warranties are based have been changed by transactions contemplated or permitted by the Loan Documents); (d) no change in the financial condition or business of the Companies which could reasonably be expected to be a Material Adverse Event shall have occurred; (e) no Default or Potential Default shall have occurred and be continuing; (f) the funding of such Borrowings or issuance of such LC is permitted by Law; (g) in the event all or any part of the procee...
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. On or prior to the consummation of any Permitted Acquisition (whether or not the Purchase Price for such Permitted Acquisition is funded by Credit Agreement 58 Borrowings), Borrower shall have satisfied the conditions and delivered, or caused to be delivered, to Administrative Agent, all documents and certificates set forth on Schedule 7.2 by no later than the dates specified for satisfaction of such conditions on Schedule 7.2. Promptly upon receipt of each Permitted Acquisition Compliance Certificate and each Permitted Acquisition Loan Closing Certificate, Administrative Agent shall provide copies of such certificates to Lenders. All documentation delivered and satisfaction of conditions pursuant to the requirements of Section 7.2 must be satisfactory to Administrative Agent (and in the case of the Supplemental Capital Expenditures Budget, must be acceptable to Administrative Agent, Co-Syndication Agents, and Co-Documentation Agents). To the extent any Borrowing is being requested in connection with the consummation of the Permitted Acquisition, the conditions set forth in Sections 7.2 and 7.3 must be satisfied prior to the making of any such Borrowing.
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. Borrower may request that any proposed Acquisition be considered for approval as a Permitted Acquisition in accordance with this SECTION 7.2. A reasonable time prior to the proposed consummation of any proposed Acquisition (whether or not the purchase price for such Acquisition is funded by Borrowings), Borrower shall deliver, or cause to be delivered, to Administrative Agent, all documents and information set forth on SCHEDULE 7.2, in form and content satisfactory to Administrative Agent, together with such other documents and information, in form and content satisfactory to Administrative Agent, as Administrative Agent may request. Upon Borrower's compliance with the foregoing, Administrative Agent shall (a) provide copies of such documents and information to Lenders, and (b) request that Lenders approve the proposed Acquisition as a Permitted Acquisition. Within a reasonable time thereafter (but not to exceed 30 days), Administrative Agent shall notify Borrower whether such proposed Acquisition is approved or denied as a Permitted Acquisition, and/or advise Borrower of any additional documentation requirements or conditions. To the extent any Borrowing is being requested in connection with the consummation of a Permitted Acquisition, the conditions set forth in SECTIONS 7.2 and 7.3 must be satisfied prior to the making of any such Borrowing.
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. The third sentence of Section 7.2 is deleted in its entirety and the following sentence is substituted therefor: "All documentation delivered and satisfaction of conditions pursuant to the requirements of Section 7.2 must be satisfactory to Administrative Agent (and in the case of the Supplemental Capital Expenditures Budget, must be acceptable to Administrative Agent, Co-Syndication Agents, and Co-Documentation Agents)."
CONDITIONS PRECEDENT TO A PERMITTED ACQUISITION. On or prior to the consummation of any Acquisition (whether or not the purchase price for such Acquisition is funded by Borrowings), Borrower shall have satisfied the conditions and delivered, or caused to be delivered, to Administrative Agent, all documents and certificates set forth on SCHEDULE 7.2 by no later than the dates specified for satisfaction of such conditions on SCHEDULE 7.2. Promptly upon receipt of each Permitted Acquisition Compliance Certificate, Administrative Agent shall provide copies of such certificates to Lenders. All documentation delivered and satisfaction of conditions pursuant to the requirements of SECTION 7.2 must be reasonably satisfactory to Administrative Agent, except for the acquisition documents referred to in clause (a)(iii) of the definition of Permitted Acquisition, which shall be in the form and delivered within the time periods specified therein. To the extent any Borrowing is being requested in connection with the consummation of the Acquisition, the conditions set forth in SECTIONS 7.2 and 7.3 hereof must be satisfied prior to the making of any such Borrowing.
