Conditions Precedent to Credit Extension. Bank’s obligation to make the Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, such documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate, including, without limitation:
(a) duly executed original signatures to the Loan Documents;
(b) duly executed original signatures to the Warrant;
(c) duly executed original signatures to the Control Agreement(s) for accounts maintained outside Bank with aggregate balances in excess of [****], if any;
(d) duly executed original signatures to the Secured Guaranty Documents;
(e) the Operating Documents and long-form good standing certificates of Borrower and its Subsidiaries certified by the Secretary of State (or equivalent agency) of Borrower’s and such Subsidiaries’ jurisdiction of organization or formation and each jurisdiction in which Borrower and each Subsidiary is qualified to conduct business, each as of a date no earlier than thirty (30) days prior to the Effective Date;
(f) duly executed original signatures to the completed Borrowing Resolutions for Borrower and Guarantor;
(g) copies, dated as of a recent date, of financing statement searches, as Bank may request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been or, in connection with the initial Credit Extension, will be terminated or released; [****] Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.
(h) the Perfection Certificate of Borrower, together with the duly executed original signature thereto;
(i) evidence satisfactory to Bank that the insurance policies and endorsements required by Section 6.5 hereof are in full force and effect, together with appropriate evidence showing lender loss payable and/or additional insured clauses or endorsements in favor of Bank;
(j) payment of the fees and Bank Expenses then due as specified in Section 2.5 hereof;
(k) a landlord’s consent in favor of Bank for Borrower’s Newark, CA location by the respective landlord thereof, together with the duly executed original signatures thereto;
(l) a bailee’s waiver in favor of Bank for each U.S. location where Borrower maintains property with a third party with a value of greater [****], by each such third party, toget...
Conditions Precedent to Credit Extension. The obligation of each Lender to make an Advance (including a Swing Line Advance) on and after the Closing Date, including on the occasion of each Borrowing (including the initial Borrowing), and the obligation of each Issuing Bank to Issue each Letter of Credit (including the initial Letter of Credit) shall be subject to the further conditions precedent that on the date of such Credit Extension the following statements shall be true (and each of the giving of the applicable Request for Credit Extension and the acceptance by any Borrower shall constitute a representation and warranty by such Borrower that on the date of such Credit Extension such statements are true):
(a) The representations and warranties contained in Section 6.01 are true and correct in all material respects as of such date (other than in respect of an amendment, extension or renewal of a Letter of Credit without any increase in the stated amount of such Letter of Credit), as applicable, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects as of such earlier date) and except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects;
(b) No event has occurred and is continuing, or would result from such Credit Extension or from the application of the proceeds therefrom, which constitutes an Event of Default or Default; and
(c) Immediately after giving effect to the Credit Extension requested to be made on any such date and the use of proceeds thereof, Availability shall be greater than zero.
Conditions Precedent to Credit Extension. The obligation of each Lender to make an Advance (including a Swing Line Advance), including on the occasion of each Borrowing (including the initial Borrowing), and the obligation of each Issuing Bank to Issue each Letter of Credit (including the initial Letter of Credit) shall be subject to the 138 further conditions precedent that on the date of such Credit Extension the following statements shall be true (and each of the giving of the applicable Request for Credit Extension and the acceptance by any Borrower shall constitute a representation and warranty by such Borrower that on the date of such Credit Extension such statements are true):
(a) The representations and warranties contained in Section 6.01 are correct on and as of the date of such Borrowing or Issuance, before and after giving effect to such Credit Extension, and to the application of the proceeds therefrom, as though made on and as of such date, except to the extent that any such representation or warranty is stated to relate to an earlier date, in which case such representation or warranty shall be true and correct on and as of such earlier date;
(b) No event has occurred and is continuing, or would result from such Credit Extension or from the application of the proceeds therefrom, which constitutes an Event of Default or Default; and
(c) In the case of a Credit Extension to be denominated in an Alternative Currency (other than Canadian Dollars), there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Agent, the Majority Lenders (in the case of any Advances to be denominated in an Alternative Currency other than Canadian Dollars) or the Issuing Banks (in the case of any Letter of Credit to be denominated in an Alternative Currency other than Canadian Dollars) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency (other than Canadian Dollars); and
(d) Immediately after giving effect to the Credit Extension requested to be made on any such date and the use of proceeds thereof, Availability shall be greater than zero.
Conditions Precedent to Credit Extension. Bank’s obligation to make the Advance is subject to the satisfaction of the following conditions precedent:
(a) Bank shall have received the agreements, documents and fees contemplated by this Agreement.
(b) Borrower shall have deposited the Collateral with Bank.
(c) Bank shall have received a Payment/Advance Form.
(d) The representations and warranties in Section 0 hereof must be materially true on the date of the Payment/Advance Form and on the effective date of the Advance, and no Event of Default may have occurred and be continuing or result from the Advance.
Conditions Precedent to Credit Extension. Bank's obligation to make the initial Credit Extension is subject to the condition precedent that it receive the agreements, documents and fees it requires and a satisfactory Collateral audit. The initial Credit Extension shall be an Advance to pay off Borrower's loan #0000000000 with Bank, subject to the terms and conditions of this Agreement.
Conditions Precedent to Credit Extension. The obligation of Bank to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following:
(a) this Agreement;
(b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(c) the Intellectual Property Security Agreement ;
(d) the Subordination Agreement;
(e) the Equity Documents;
(f) an opinion of Borrower's counsel;
(g) financing statements (Forms UCC-1);
(h) insurance certificate;
(i) payment of the fees and Bank Expenses then due specified in Section 2.5 hereof;
(j) a certificate of the Secretary of the State of Delaware stating that Borrower is in good standing under the laws of the State of Delaware;
(k) a certificate of the Secretary of the State of California stating that Borrower is in good standing under the laws of the State of California; and
(l) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Conditions Precedent to Credit Extension. The obligation of each Lender to make its Credit Extension hereunder is subject to satisfaction of the following conditions precedent:
Conditions Precedent to Credit Extension. 19 Section 4.01. Conditions to Extension of the Mandatory Prepayment Date 19 ARTICLE V REPRESENTATIONS AND WARRANTIES 21 Section 5.01. Organization, Powers, Etc 21 Section 5.02. Governmental Consent or Approval 22 Section 5.03. Authorization, Absence of Conflicts, Etc 22 Section 5.04. No Defaults 22 Section 5.05. Information Provided by City 22 Section 5.06. Litigation 22 Section 5.07. Complete and Correct Information 23 Section 5.08. Other Documents 23 Section 5.09. Tax-Exempt Status 23 Section 5.10. Regulations U and X 23 Section 5.11. General Obligation 23 Section 5.12. Reliance by the Bank 23 Section 5.13. Usury 24 Section 5.14. Immunity 24 Section 5.16. Preservation of Tax Exemption 24 Section 5.15. Pending Legislation 24 Section 5.16. Compliance with Laws 24 Page ARTICLE VI AFFIRMATIVE COVENANTS 25 Section 6.01. Payment Obligations 25 Section 6.02. Loan Documents 25 Section 6.03. Reporting Requirements; Inspection Rights 26 Section 6.04. Compliance with Law 27 Section 6.05. Notices 27 Section 6.06. Maintenance of Approvals; Filings, Etc 28 Section 6.07. Taxes and Liabilities 28 Section 6.08. Accuracy of Information 28 Section 6.09. Additional Documents 28 Section 6.10. Further Assurances 28 Section 6.11. Credit Facilities 29 Section 6.12. Preservation of Tax Exemption 29 Section 6.13. Sovereign Immunity 30 ARTICLE VII NEGATIVE COVENANTS 30 Section 7.01. Negative Covenants 30 ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES 31 Section 8.01. Events of Default and Remedies 31 Section 8.02. Remedies Upon Event of Default 33 Section 8.03. No Waiver; Cumulative Remedies; Enforcement 34 ARTICLE IX MISCELLANEOUS 34 Section 9.01. Amendments, Etc 34 Section 9.02. Notices; Effectiveness; Electronic Communication 34 Section 9.03. Headings 36 Section 9.04. Expenses; Indemnity; Damage Waiver 36 Section 9.05. Payments Set Aside 36 Section 9.06. Successors and Assigns 37 Section 9.07. Treatment of Certain Information; Confidentiality 38 Section 9.08. Right of Setoff 39 Section 9.09. Counterparts; Integration; Effectiveness 39 Section 9.10. Survival of Representations and Warranties and Certain Provisions of the Prior Facility 39 Section 9.11. Severability 40 Section 9.12. Governing Law 40 Section 9.13. Waiver of Jury Trial 40 Section 9.14. Venue 40 Section 9.15. No Advisory or Fiduciary Responsibility 40 Section 9.16. Electronic Signature; Electronically Signed Document 41 Section 9.17. Patriot Act 41 Section 9.18. Document Conflict 41 Schedule 9.02 – Bank’s Office; Cert...
Conditions Precedent to Credit Extension. The occurrence of the initial Credit Extension is subject to the satisfaction of each of the following conditions precedent on or before the earlier of (a) April 30, 2011 and (b) the date specified below for such condition:
Conditions Precedent to Credit Extension
