Conditions Precedent to All Revolving Credit Loans. The obligations of the Lenders to make each subsequent Revolving Credit Loan shall be subject to the further condition precedent that on the date of such Revolving Credit Loan:
(a) The following statements shall be true and each request for a Revolving Credit Loan shall be deemed a certification by the Borrowers and the Guarantors that such statements are true, and the Agent shall have received, if requested by the Agent, a certificate signed by the President or the Chief Financial Officer of the Borrower dated the date of such Revolving Credit Loan, stating that:
(i) The representations and warranties contained in Article IV of this Agreement and in the Loan Documents are true and correct in all material respects on and as of such date as though made on and as of such date except for those that relate to an earlier date which shall remain true and correct as of such earlier date; and
(ii) No Default or Event of Default has occurred and is continuing, or would result from such Revolving Credit Loan.
(b) The Agent shall have received such other approvals, opinions or documents as the Agent may reasonably request.
Conditions Precedent to All Revolving Credit Loans. The obligation of Bank to make each Revolving Credit Loan after the Closing Date is subject to the further conditions precedent that on the date of making such Revolving Credit Loan:
Conditions Precedent to All Revolving Credit Loans. No Bank shall be obligated to make any Loans nor shall any Letter of Credit Issuer be required to issue any Letter of Credit hereunder: (i) if at such time any Event of Default shall have occurred or any Default shall have occurred and be continuing; (ii) if any of the representations, warranties and covenants contained in this Agreement shall be false or untrue in any material respect on the date of such loan, as if made on such date; or (iii) unless the Revolving Credit Borrowing Base will support the additional Loan or Letter of Credit being requested. Each request by the Borrower for an additional Loan shall constitute a representation by the Borrower that there is not at the time of such request an Event of Default or a Default, and that all representations, warranties and covenants in this Agreement are true and correct in all material respects on and as of that date of each such request.
Conditions Precedent to All Revolving Credit Loans. The --------------------------------------------------- obligations of the Bank to make each Revolving Credit Loan (including the initial Revolving Credit Loan) shall be subject to the further condition precedent that on the date of such Revolving Credit Loan:
(a) If the proposed Revolving Credit Loan relates to a purported Permitted Acquisition:
(1) The Bank shall have received a Pro Forma Compliance Certification with respect thereto; (2) the applicable acquisition shall meet each of the criteria of the set out in alternative number (1) or alternative number (2) within the definition of "Permitted Acquisition"; (3) in the event the Borrower intends to use an Acquisition Sub in connection therewith, the Bank shall have received (i) a Guarantee executed by the applicable Acquisition Sub and security documents granting the Bank a perfected security interest in all assets of the applicable Acquisition Sub (together with documentation subordinating such Guarantee and such security interest to the applicable Seller Notes); (ii) certificates representing 100% of the shares of common stock of such Acquisition Sub (together with stock powers endorsed in blank); (iii) pledge documentation granting the Bank a first lien, pledge and security interest in such stock; and (4) in the event the requested Revolving Credit Loan is in excess of $1,000,000.00, the Bank shall have issued its prior written consent to the acquisition underlying the making of such Loan.
(b) The following statements shall be true and the Bank shall have received a certificate signed by the President or the Chief Financial Officer of the Borrower dated the date of such Revolving Credit Loan, stating that:
(i) The representations and warranties contained in Article IV of this Agreement and in the Loan Documents are true and correct on and as of such date as though made on and as of such date; and
(ii) No Default or Event of Default has occurred and is continuing, or would result from such Revolving Credit Loan.
(c) The Bank shall have received such other approvals, opinions or documents as the Bank may reasonably request.
Conditions Precedent to All Revolving Credit Loans. The obligation of the Bank to make each Loan (including the first Loan) shall be subject to the further conditions precedent that on the date of such Loan:
(1) The following statements shall be true and the Bank shall have received, if requested by the Bank, a certificate signed by a duly authorized officer of the Borrower dated the date of such Loan, stating that
(a) The representations and warranties contained in Article IV of this Agreement are correct on and as of the date of such Loan as though made on and as of such date; and
(b) No litigation (including, without limitation, derivative actions), arbitration proceedings or governmental proceedings not disclosed in writing by the Borrower to the Bank prior to the date of the last previous Loan hereunder (or in the case of the initial Loan, prior to the date of execution and delivery of this Agreement) shall be pending or known to be threatened against the Borrower, and no material development not so disclosed shall have occurred in any litigation (including, without limitation, derivative actions), arbitration proceedings or governmental proceedings so disclosed, which in the reasonable opinion of the Bank is likely to materially adversely affect the financial condition or business of the Borrower or impair the ability of the Borrower to perform its obligations under the Loan Documents to which it is a party.
(c) No Default or Event of Default has occurred and is continuing, or would result from such Loan; and
(2) The Bank shall have received such other approvals, opinions, or documents as the Bank may reasonably request.
Conditions Precedent to All Revolving Credit Loans. The Bank shall not be obligated to make any Revolving Credit Loan or convert the Revolving Credit Note on the Conversion Date as contemplated by Sections 2.1 and 2.2 hereof (i) if at such time any Event of Default shall have occurred or any Default shall have occurred and be continuing; (ii) if any of the representations, warranties and covenants contained in Article VIII of this Agreement shall be false or untrue in any material respect on the date of such loan, as if made on such date; or (iii) unless the Revolving Credit Borrowing Base will support the additional Revolving Credit Loan being requested. Each request by the Borrowers for an additional Revolving Credit Loan shall constitute a representation by the Borrowers that there is not at the time of such request an Event of Default or a Default, and that all representations, warranties and covenants in Article VIII of this Agreement are true and correct on and as of the date of each such request.
Conditions Precedent to All Revolving Credit Loans. The obligation of the Lender to make each Revolving Credit Loan (including the initial Revolving Credit Loan) shall be subject to the further condition precedent that on the date of such Loan:
(a) The following statements shall be true and each request for a Revolving Credit Loan shall be deemed a certification by the Borrower that:
(i) The representations and warranties contained in Article IV of this Agreement and in the other Loan Documents are true and correct on and as of such date as though made on and as of such date; and
(ii) No Default or Event of Default has occurred and is continuing, or would result from such Loan.
(b) The Lender shall have received a covenant compliance certificate prepared by management of the Borrower, indicating that, after giving effect to the requested Loan, the Borrower shall remain in compliance with all of the financial requirements set forth in Section 5.03 hereof.
(c) The Lender shall have received such other approvals, opinions or documents as the Lender may reasonably request.
Conditions Precedent to All Revolving Credit Loans. The obligation of the Lender to make any Revolving Credit Loan requested to be made by it on any Funding Date is subject to the following conditions precedent as of such date:
Conditions Precedent to All Revolving Credit Loans. The obligation of the Banks to make each Revolving Credit Loan shall be subject to the further condition precedent that on the date of such Revolving Credit Loan:
(a) The following statements shall be true and the Agent shall have received a certificate signed by the President or the Chief Financial Officer of the Borrower dated the date of such Revolving Credit Loan, stating that:
(i) The representations and warranties contained in Article IV of this Agreement and in the other Loan Documents are true and correct in all material respects on and as of such date as though made on and as such date (provided that the representation made in Section 4.01(f) shall be deemed made as to the then most recent fiscal year and interim period financial statements delivered to the Agent and the Banks and any other representation that refers to a specific date shall be restated as of such date); and
(ii) No Default or Event of Default has occurred and is continuing, or would result from such Revolving Credit Loan.
(b) The Agent shall have received such other approvals, opinions or documents as the Agent or its counsel may reasonably request.
Conditions Precedent to All Revolving Credit Loans. The -------------------------------------------------- obligation of the Bank to make each Revolving Credit Loan (including the initial Revolving Credit Loan) shall be subject to the further conditions precedent that on the date of such Loan:
(1) The following statements shall be true and the Bank shall have received a certificate signed by a duly authorized officer of the Borrowers dated the date of such Revolving Credit Loan, stating that:
(a) The representations and warranties contained in Section 5 of this Agreement, in Section 2 of the Security Agreement, and in the Guaranty are correct on and as of the date of such Loan as though made on and as of such date; and
(b) No Initial Default or Matured Default has occurred and is continuing, or would result from such Loan; and
(2) The Bank shall have received such other approvals, opinions, or documents as the Bank may reasonably request.
