Conditions Precedent to Commitment Increase Sample Clauses
Conditions Precedent to Commitment Increase. The obligation of each Lender to make an Advance on the occasion of a Commitment Increase, shall be subject (a) to the further conditions precedent that on the date of such Commitment Increase the following statements shall be true (and the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Commitment Increase shall constitute a representation and warranty by the Borrower that both on the date of such notice and on the date of such Commitment Increase such statements are true):
(i) the representations and warranties contained in each Loan Document are correct on and as of such date, before and after giving effect to such Commitment Increase and to the application of the proceeds therefrom, as though made on and as of, the date of such Commitment Increase, other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Commitment Increase, in which case as of such specific date; and
(ii) no Default has occurred and is continuing, or would result from such Commitment Increase or issuance or renewal or from the application of the proceeds therefrom; and (b) the Administrative Agent shall have received such other certificates, opinions and other documents as any Lender through the Administrative Agent may reasonably request in order to confirm (i) the accuracy of the Borrower’s representations and warranties, (ii) the Borrower’s timely compliance with the terms, covenants and agreements set forth in this Agreement and (iii) the absence of any Default.
Conditions Precedent to Commitment Increase. The obligation of the Agent and the Lenders to increase the Total Commitment to an amount in excess of $75,000,000 is subject to the satisfaction of the following conditions precedent:
Conditions Precedent to Commitment Increase. The Commitment Increase shall become effective on the date (such date, the “Increase Effective Date”), when each of the following conditions is satisfied (or waived in accordance with Section 14.1 of the Loan Agreement):
5.1 The Hercules Acquisition shall be consummated substantially concurrently with the Increase Effective Date and in accordance with the terms of the Hercules Acquisition Agreement (including the exhibits thereto), without giving effect to any waiver, modification or consent thereunder that could reasonably be expected to be material and adverse to the interests of the Agent and the Lenders unless approved by Agent.
5.2 Agent shall have received fully executed copies of the primary Hercules Note Documents and the Hercules Intercreditor Agreement (each as defined in the Loan Agreement, as amended by this First Amendment, and in the case of the Hercules Seller Note, the Hercules Seller Mortgage and the Hercules Intercreditor Agreement substantially in the forms as attached to the Hercules Acquisition Agreement on the First Amendment Effective Date or otherwise reasonably satisfactory to Agent).
5.3 Agent shall have received all Payoff Documentation (as defined in the Hercules Acquisition Agreement) received by the Obligors pursuant to the Hercules Acquisition Agreement.
5.4 After giving pro forma effect to this First Amendment, the Commitment Increase, the Hercules Acquisition and the funding of all Loans and issuance of any Letters of Credit in connection therewith, and the payment by Obligors of all fees and expenses incurred in connection herewith and therewith, (a) Availability shall be at least $25,000,000 and (b) the aggregate outstanding principal amount of the Loans shall not exceed $50,000,000.
5.5 Agent shall have received (a) forms of all UCC-1 financing statements necessary to perfect its Liens in the Collateral of any surviving Subsidiary of the Company formed or acquired in connection with the Hercules Acquisition (collectively, the “Hercules Subsidiaries”) and (b) UCC and Lien searches and other evidence reasonably satisfactory to Agent that, after giving effect to the Hercules Acquisition and the filing of any lien releases and terminations to be filed in connection therewith, Agent’s Liens are the only Liens upon the Collateral, except Permitted Liens.
5.6 Agent shall have received joinder documentation required under Section 10.1.9 of the Loan Agreement with respect to each Hercules Subsidiary consisting of a joinder agreem...