Common use of Conditions Precedent to All Loans Clause in Contracts

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the First Tranche Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole good faith discretion.

Conditions Precedent to All Loans. Each Lender’s obligations In addition to the satisfaction or waiver of the conditions set forth in Section 3.1, the obligation of the Lender Group (or any member thereof) to make each Loan hereunder is subject to the fulfillment, at or prior to the time of the making of such Loan, of each of the following conditions precedentconditions: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties of each Borrower contained in this Agreement and the other Loan Documents shall be true, accurate, true and complete correct in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, (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 provided, further as of the date of such Loan as though made on and as of such date (except to the extent that those such representations and warranties expressly referring solely relate to a specific date shall be true, accurate and complete in all material respects as of such an earlier date); (cb) no Event of Default or Unmatured Event of Default shall have occurred and be continuing or on the date of such Loan, nor shall either result from the making of such Loan; (c) the Administrative Borrower shall have delivered to Agent a Request for Borrowing pursuant to the terms of Section 2.7 hereof; and (d) there has not been any no event shall have occurred or circumstance shall be pending or overtly threatened that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from Effect upon the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretionBorrowers.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall instead be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) since the Closing Date, there has not been (i) any event or circumstance that has had or occurred and is continuing that could reasonably be expected to have a Material Adverse Effect, or (ii) any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole reasonable discretion, provided however, that clause (ii) shall not apply to the Second Tranche Term Loan if the Second Tranche Milestone is met.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the First Tranche Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as reasonably determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers Loan Parties from the most recent business plan of Borrowers Loan Parties presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretionreasonable business judgment.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the First Tranche Term Loan made on the Closing DateLoan, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Administrative Agent shall promptly deliver a copy of such Loan Request to each applicable Lender); (b) the representations and warranties in this Agreement and the other Loan Documents made by the Loan Parties shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business financial and financing plan of Borrowers presented to and accepted by Administrative Agent, as reasonably determined by Administrative Agent in Administrative Agent’s sole discretionits good faith business judgment.

Conditions Precedent to All Loans. Each Lender’s obligations obligation to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made any Loans funded on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly deliver a copy of such Loan Request to each applicable Lender); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly deliver a copy of such Loan Request to each applicable Lender); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations obligation to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly deliver a copy of such Loan Request to each applicable Lender); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, true and complete correct in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate true and complete correct in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could would reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Restatement Term Loan made on the Closing ClosingRestatement Effective Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date or the Refinancing Term Loans made on the First Amendment Effective Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents made by the Loan Parties shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could would reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole good faith discretion.. 205707600 v10

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business and financing plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole good faith discretion.

Conditions Precedent to All Loans. Each Lender’s obligations obligation to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made any Loans funded on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly notify all applicable Lenders); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole reasonable discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, any other Term Loans made prior to the Second Amendment Effective Date or the Refinancing Term Loans made on the Second Amendment Effective Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, accurate and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from Effect since the most recent business plan of Borrowers presented to and accepted by Administrative AgentSecond Amendment Effective Date, as determined by Administrative Agent in Administrative Agent’s sole good faith discretion.

Conditions Precedent to All Loans. Each Lender’s obligations to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made on the Closing Date, timely receipt of an executed Loan Request by Administrative Agent; (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole but commercially reasonable discretion.

Conditions Precedent to All Loans. Each Lender’s obligations obligation to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made any Loans funded on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly notify all applicable Lenders); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (d) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan Projections of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole reasonable discretion.

Conditions Precedent to All Loans. Each Lender’s obligations obligation to make each Loan is subject to the following conditions precedent: (a) except for the Term Loan made any Loans funded on the Closing Date, timely receipt of an executed Loan Request by Administrative AgentAgent (whereupon Agent shall promptly notify all applicable Lenders); (b) the representations and warranties in this Agreement and the other Loan Documents shall be true, accurate, and complete in all material respects on the date of the Loan Request and on the Funding Date of each Loan; provided, however, 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; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; (c) the Agent shall have received, in form and substance satisfactory to Agent, the duly executed original signatures to the Warrant; (d) no Default or Event of Default shall have occurred and be continuing or result from the Loan; and (de) there has not been any event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect, or any material adverse deviation by Borrowers from the most recent business plan of Borrowers presented to and accepted by Administrative Agent, as determined by Administrative Agent in Administrative Agent’s sole discretion.