Common use of Conditions Precedent to all Extensions of Credit Clause in Contracts

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any all Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,occurred with respect to Borrowers from the financial condition of Borrowers on March 31, 2001 reflected in the Closing Date Business Plan; (e) on or before the day preceding the date of such Advance, no Material Adverse Change (other than a Material Adverse Change described in Section 3.3(d)) shall have occurred; and (f) Administrative Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement a completed and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current executed Borrowing Base Certificate, dated as of the Business Day on which the request for the Borrowing is made.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, any Lender, or any of their respective Affiliates; (d) Agent shall have received a copy of the invoice, purchase order and any other agreements relating to the Equipment to be financed with the proceeds of such Advance, and each of the foregoing shall be in form and substance satisfactory to Agent ; (e) Agent shall have received the results of lien searches against Borrowers from all applicable jurisdictions dated within 30 days of the requested Funding Date, and such searches will reveal no other liens of record against Equipment of any Borrower (other than financing statements of the Indenture Trustee and with respect to the Revolving Loan Agreement on record as of the Closing Date, and financing statements listing specific equipment (other than the Collateral) as collateral); (f) Agent shall have received all financing statements and notice letters to creditors of Borrowers as may be required by Agent in connection with such Advance; (g) Agent shall have received a certificate of insurance, together with the endorsements thereto, as are required by Section 6.8, the form and substance of which shall be satisfactory to Agent, and such insurance shall be in full force and effect; and (h) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any all Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date);, (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof;, (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates;, (d) no Material Adverse Change shall have occurred,, and (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base CertificateCertificate which includes (i) a detailed calculation of the Borrowing Base as of the date of the requested Advance, and (ii) detail regarding Receivables that are not Eligible Receivables.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) at any time shall be subject to the following conditions precedent: (a) the representations and warranties of Borrower and each Guarantor contained in this Agreement and or in the other Loan Documents shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, any Guarantor, Agent, any Lender, or any of their respective Affiliates;Lender; and (d) no Material Adverse Change the results of operations or the financial condition of Borrower and Borrower’s Subsidiaries, taken as a whole, shall have occurred, (e) on not materially and adversely differ from the projected results of operations or before the day preceding financial condition of Borrower set forth in the date Projections of such Advance, Borrower shall have delivered to Agent on or Collateral Custodian (if one has been appointed) pursuant to this Agreement and about the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base CertificateClosing Date.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time Advance (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such Advance or other extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date);, (b) no Default or Event of Default shall have occurred and be continuing on the date of such Advance or other extension of credit, nor shall either result from the making thereof;, (c) Borrower is not in material breach of any of its representations, warranties, covenants or agreements under the Merger Agreement on the date of such Advance, (d) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates;, (de) no Material Adverse Change shall have occurred, (ef) on Lender shall have received a Collateral Certificate from the Borrower, dated as of the date of the requested Advance, and (g) Borrower shall have performed or before the day preceding complied in all material respects with all covenants, obligations and conditions of this Agreement required to be performed or complied with by it as of the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation ------------------------------------------------ of the Lender Group (or any member thereof) to make any all Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,; and (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement Section 7.19(a)(i) or 7.19(a)(ii) EBITDA and the Sale and Servicing Agreement, with respect to each Note Receivable ------------------ ----------- U.S. EBIT have not been required to be acquired tested for the immediately preceding month or funded quarter, as applicable, EBITDA and U.S. EBIT shall be in compliance with any portion of the minimum amounts set forth in such AdvanceSections for the immediately preceding month or quarter, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificateas applicable.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) Lenders to make any Advances hereunder at any time all Loans (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, any LenderSubsidiary Guarantor of Borrowers, or any of their respective AffiliatesLenders; (d) no Material Adverse Change from the date of ARG’s last quarterly financial statements shall have occurred,occurred except as disclosed to the Lenders in writing; and (e) on or before the day preceding the date of such Advance, Borrower Term Notes shall have delivered been issued by the Borrowers making a Borrowing on such Funding Date to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base CertificateLenders in the principal amount of the Loan to be made to such Lender on such date.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and in the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,; and (e) on all United States federal taxes of Parent, Borrowers and their respective Subsidiaries then due and payable by, or imposed, levied or assessed against, such Persons shall have been paid in full before delinquency or before the day preceding the date expiration of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificateextension period.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending extension of such Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,; (e) on or before the day no less than two (2) Business Days preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate; and (g) the Custody Agreement shall be duly executed and in full force and effect and Dechert LLP shall deliver to the Lenders a legal opinion to the effect that the provisions of the Collateral Custodian Agreement are sufficient to perfect a security interest in favor of the Agent, for the benefit of the Secured Parties, in the Account (as such term is defined in the Collateral Custodian Agreement) set forth therein and the financial assets deposited therein, with the consequences of perfection by control accorded by Article 9 of the NY UUC.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any all Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date);, (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof;, (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Collateral Agent, any Lender, or any of their respective Affiliates;. (d) no Material Adverse Change shall have occurred, ; provided, that (ei) on or before the day preceding the date closures of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement Borrower’s retail stores and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each termination of the Required Asset Documents; and leases at such stores, and (fii) Agent settlement of the currently pending securities litigation against Borrower, so long as such settlement does not cause a breach of any of the financial covenants set forth in Section 7.20, shall have received a current Borrowing Base Certificatenot constitute Material Adverse Change.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time Advance (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective its Affiliates; (d) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to any Advance or extension of credit hereunder relating to a redemption of any of the Notes issued under and pursuant to the terms of the Indenture, the receipt by the Agent (on behalf of the Lenders) of (i) an "Officers' Certificate" and "Opinion of Counsel" (as each Note Receivable term is defined in the Indenture) from the Borrower to be acquired or funded the effect that such redemption will comply with any portion of the conditions contained in the Indenture relating to such redemption and (ii) a Treasurer's Certificate certifying that, after giving effect to such requested Advance, the originals Borrower will have Excess Availability of each of the Required Asset Documentsat least $15,000,000; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) All of the conditions subsequent set forth in Section 3.2 have been fulfilled; (b) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier datedate or dates); (bc) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (cd) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (de) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received no Lien has been filed in favor of the Internal Revenue Service or other representative or taxing authority in connection with the Notice of Disallowance that purports to encumber any of the Collateral; provided, however, that in the event such a current Borrowing Base CertificateLien has been filed, Lender may, in its sole discretion, make Advances to Borrower solely for the purpose of satisfying the obligations secured by such Lien.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time Advance, Term Loan (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,occurred since the Closing Date; and (e) on the Interim Bankruptcy Court Order or before the day preceding Final Bankruptcy Court Order, as the date of such Advancecase may be, Borrower shall have delivered to Agent been signed and entered by the Bankruptcy Court, and such Order shall be in full force and effect and shall not have been reversed, stayed, modified or Collateral Custodian (if one has been appointed) pursuant to this Agreement and amended absent the Sale and Servicing Agreementexpress written joinder or consent of Agent, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each on behalf of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base CertificateLenders, and the Borrowers.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or the Collateral Custodian (if one has been appointed) pursuant to this Agreement and each of the Sale and Servicing Agreement, Required Asset Documents with respect to each Note Receivable to be acquired or funded with any portion of such Advance; provided that if Borrower is funding the acquisition of such Note Receivable with the proceeds of Advances being requested with respect to such Note Receivable, then this condition shall be satisfied if the originals Collateral Custodian and Agent are in possession of PDF copies of each of the Required Asset DocumentsDocuments and the originals are delivered to the Collateral Custodian no later than five (5) Business Days thereafter; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) at any time shall be subject to the following conditions precedent: (a) the representations and warranties of Borrower and each Guarantor contained in this Agreement and or in the other Loan Documents shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, any Guarantor, Agent, any Lender, or any of their respective Affiliates;Lender; and (d) no Material Adverse Change the results of operations or the financial condition of Borrower and Borrower's Subsidiaries, taken as a whole, shall have occurred, (e) on not materially and adversely differ from the projected results of operations or before the day preceding financial condition of Borrower set forth in the date Projections of such Advance, Borrower shall have delivered to Agent on or Collateral Custodian (if one has been appointed) pursuant to this Agreement and about the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base CertificateClosing Date.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending extension of such Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,; (e) on or before the day no less than two (2) Business Days preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any all Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, ) shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) the aggregate Dollar amount that Borrower or any Guarantor is obligated to pay or has the right to receive under the Excluded Agreements shall not exceed $1,000,000 per annum; (e) no Material Adverse Change shall have occurred, (e) on or before the day preceding occurred from the date of such Advance, Borrower shall have the most recent audited financial statements delivered by Lender to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset DocumentsBorrower; and (f) Agent Lender shall have received a current Borrowing Base Certificatecertificate from the Secretary of Borrower or an Authorized Person certifying that all of the conditions precedent to make an Advance (or to extend any other credit hereunder) have been satisfied.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time Loan or Advance (or to extend any other credit hereunder), including the initial Advance, ) at any time shall be subject to the following conditions precedent: (a) the representations and warranties of the Loan Parties contained in this Agreement and the or in any other Loan Documents Document or any certificate or other writing delivered to Agent or any Lender pursuant hereto or thereto shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, or any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred, (e) on or before to the day preceding extent permitted by the date of such AdvanceBankruptcy Court Orders, Borrower shall have delivered paid all Lender Group Expenses and Fees pursuant to Agent or Collateral Custodian (if one has been appointed) Section 2.11 then payable by Borrower pursuant to this Agreement and the Sale other Loan Documents, unless otherwise waived by Agent and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion the Lenders; (e) the making of such AdvanceLoan shall not contravene any law, rule or regulation applicable to the originals of each of the Required Asset Documents; andAgent or any Lender; (f) Agent shall have received a current Borrowing Base Certificatenotice of borrowing pursuant to Section 2.3 hereof; (g) no Material Adverse Change shall have occurred since the Filing Date; and (h) Agent shall have received such other agreements, instruments, approvals, opinions and other documents, each in form and substance satisfactory to Agent, as Agent may reasonably request.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder), including the initial Advance, shall be subject to the following conditions precedent: (a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects (except to the extent any such representation or warranty is already qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending extension of such Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred,; (e) on or before the day no less than two (2) Business Days preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances Revolving Loans hereunder at any time (or to extend any other credit hereunder), including the initial Advance, deemed issuance of the Existing Letters of Credit on the Closing Date) at any time shall be subject to the following conditions precedent: (a) the representations and warranties of each Borrower or its Subsidiaries contained in this Agreement and or in the other Loan Documents shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof;; and (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against any Borrower, Agent, or any Lender, or any of their respective Affiliates; (d) no Material Adverse Change shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered to Agent or Collateral Custodian (if one has been appointed) pursuant to this Agreement and the Sale and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion of such Advance, the originals of each of the Required Asset Documents; and (f) Agent shall have received a current Borrowing Base Certificate.

Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time Advance (or to extend any other credit hereunder), including the initial Advance, ) at any time shall be subject to the following conditions precedent: (a) the representations and warranties of Parent or its Subsidiaries contained in this Agreement and or in the other Loan Documents or other certificate or other writing delivered to the Agent or any Lender pursuant hereto or thereto shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; (c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such Advance credit shall have been issued and remain in force by any Governmental Authority against Borrower, Agent, or any Lender, or any of their respective Affiliates; (d) no Material Adverse Change to the extent permitted by the Bankruptcy Court Orders, Borrowers shall have occurred, (e) on or before the day preceding the date of such Advance, Borrower shall have delivered paid all Lender Group Expenses and Fees pursuant to Agent or Collateral Custodian (if one has been appointed) Section 2.11 then payable by Borrowers pursuant to this Agreement and the Sale other Loan Documents, unless otherwise waived by Agent and Servicing Agreement, with respect to each Note Receivable to be acquired or funded with any portion the Lenders; (e) the making of such AdvanceLoan shall not contravene any law, rule or regulation applicable to the originals of each of the Required Asset Documents; andAgent or any Lender; (f) Agent shall have received a current Borrowing Base Certificatenotice of borrowing pursuant to Section 2.3 hereof; and (g) no Material Adverse Change shall have occurred since the Filing Date.