Conditions Precedent to Delayed Draw Term Loans. The obligation of any Agent or any Lender to make any Delayed Draw Term Loan after the Effective Date is subject to the fulfillment, in a manner reasonably satisfactory to the Administrative Agent, of each of the following conditions precedent:
Conditions Precedent to Delayed Draw Term Loans. The obligation of the Lender Group (or any member thereof) to make the Delayed Draw Term Loans hereunder (or to extend any other credit hereunder) at any time during the DDTL Availability Period shall be subject to the following conditions precedent:
(a) The Borrower shall deliver a Notice of Borrowing to Agent at least seven (7) Business Days prior to the proposed Delayed Draw Borrowing Date;
(b) Agent shall have received the monthly financial reporting and the quarterly financial reporting required pursuant to Section 5.1 for all periods and Parent’s financial results for such periods shall be reasonably satisfactory to Agent in its Permitted Discretion; provided that such results are deemed satisfactory if the Borrower would be in pro forma compliance with clauses (c), (d) and (e) below based on such financial reports;
(c) With respect to any request to make a Delayed Draw Term Loan on or after December 31, 2022, Agent shall be satisfied that after giving effect to the making of such Delayed Draw Term Loans on a pro forma basis, Borrower shall have a Debt Service Coverage Ratio, measured on a fiscal quarter-end basis, of at least 1.40:1.00 for the most recently ended fiscal quarter on a pro forma basis;
(d) With respect to the First Delayed Draw Term Loan, (i) sales revenue generated from the [REDACTED] Property shall be at least $15,000,000 for most recently ended three (3) month period and for which financial statements for such period have been delivered to Agent; (ii) EBITDA for the most recently ended three (3) month period for [REDACTED], on a consolidating basis, and for which financial statements for such period have been delivered to Agent shall be at least $2,250,000; and (iii) Annualized EBITDA for the Loan Parties and their Restricted Subsidiaries on a consolidated basis for the most recently ended three (3) month period and for which financial statements for such period have been delivered to Agent shall be greater than $0;
(e) With respect to the Second Delayed Draw Term Loan, (i) sales revenue generated from the [REDACTED] Property shall be at least $30,000,000 for the most recently ended three (3) month period and for which financial statements for such period have been delivered to Agent; (ii) EBITDA for the most recently ended three (3) month period for [REDACTED], on a consolidating basis, and for which financial statements for such period have been delivered to Agent shall be at least $4,500,000; and (iii) Annualized EBITDA for the L...
Conditions Precedent to Delayed Draw Term Loans. The obligation of any Agent or any Lender to make any Delayed Draw Term Loan hereunder is subject to:
(a) the receipt by the Agents of a certificate delivered by an Authorized Officer of the Borrower certifying to the Agents and the Lenders that the proceeds of the Delayed Draw Term Loans are being used for a Permitted Project and are in compliance with the budget for such Permitted Project set forth on Schedule 1.01(C) (as such schedule may be updated from time to time in accordance with the terms of this Agreement) and attaching thereto a detailed sources and uses statement in form and substance reasonably satisfactory to the Required Lenders;
(b) a certificate of the chief financial officer of the Parent, certifying that the Loan Parties on a consolidated basis are Solvent (after giving effect to the Delayed Draw Term Loans to be made on such date);
(c) a certificate of the chief financial officer of the Parent setting forth in reasonable detail the calculations required to establish, on a pro forma basis after giving effect to the Delayed Draw Term Loans to be made on such date, compliance with each of the financial covenants contained in Section 7.03 for the next four fiscal quarters;
(d) the Required Lenders shall be reasonably satisfied that there are committed take or pay contracts that will provide sufficient revenue to support the Permitted Project being financed with such Delayed Draw Term Loan; and
(e) the Borrowers shall have Qualified Cash in an amount equal to or greater than $3,000,000 immediately prior to giving effect to the making of the proposed Delayed Draw Term Loan.
Conditions Precedent to Delayed Draw Term Loans. Subject, in each case, to Section 1.3(c), the obligation of each Lender to make the Delayed-Draw Term Loans is subject to the satisfaction or due waiver of each of the following conditions precedent:
Conditions Precedent to Delayed Draw Term Loans. Section 5.02 of the Financing Agreement is hereby amended by (i) deleting clause (g) thereof in its entirety and replacing it with “[reserved]”, (ii) deleting “and” at the end of clause (f) thereof, (iii) replacing the period at the end of clause (g) thereof with “, and” and (iv) inserting the following clause (h) after clause (g) thereof:
Conditions Precedent to Delayed Draw Term Loans. (a) Conditions Precedent to Delayed Draw Term Loans (Other than any Borrowing of Delayed Draw Term Loans in respect of which an Advance Borrowing Notice shall have been given). The obligation of each Term Lender to honor any Request for Credit Extension relating to the making of any Delayed Draw Term Loans hereunder (other than any Delayed Draw Term Loans in respect of which an Advance Borrowing Notice shall have been delivered) is subject to satisfaction of the following conditions precedent:
(i) The representations and warranties of the PR Borrower and each other Loan Party contained in Article 5 or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date and (ii) that for purposes of this Section 4.04(a), the representations and warranties contained in Section 5.05(a) and Section 5.05(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Section 6.01(a) and Section 6.01(b) and, in the case the financial statements furnished pursuant to Section 6.01(b), the representations contained in Section 5.05(a), as modified by this clause (i), shall be qualified by the statement that such financial statements are subject to the absence of footnotes and year-end audit adjustments;
(ii) The Administrative Agent’s receipt of the following, each of which shall be originals or facsimiles followed promptly by originals unless otherwise specified, each properly executed by a Responsible Officer of the signing Loan Party, each in form and substance reasonably satisfactory to the Administrative Agent and its legal counsel:
(A) a certificate signed by a Responsible Officer of the BR Borrower certifying that, (1) immediately before and immediately after giving Pro Forma Effect to such Borrowing and the Dovobet Acquisition or the Dovonex Acquisition, as applicable, the Borrower Parties would be in Pro Forma Compliance with all of the covenants set forth in Section 7.11, such compliance to be determined (and calculated in reasonable detail in such certificate) on the basis of projected Consolidated EBITDA based on the BR Borrower’s estimates of sales of the products included in the Dovobet Acquisition or the Dovonex Acquisition, as applicable (such estimates to be reasonably satisf...
Conditions Precedent to Delayed Draw Term Loans. The obligation of the Administrative Agent or any Lender to make any Delayed Draw Term Loan hereunder is subject to (a) the receipt by the Agents of a certificate delivered by an Authorized Officer of the Borrower certifying to the Agents and the Lenders that the proceeds of the Delayed Draw Term Loans are being used for a Permitted Project and attaching thereto a detailed sources and uses statement, in form and substance reasonably satisfactory to the Agents, and (b) to the extent required pursuant to the definition of the term “Permitted Project”, the approval of the Agents with respect to such project.
Conditions Precedent to Delayed Draw Term Loans. The obligation of each Lender to make any [**] Delayed Draw Term Loan on any date is subject to the satisfaction, or waiver in accordance with Section 10.5, of the following conditions precedent:
(i) Administrative Agent shall have received a fully executed and delivered Funding/Issuance Notice;
(ii) as of such Credit Date, no event shall have occurred and be continuing or would immediately result from the consummation of the applicable [**] Delayed Draw Term Loan that would constitute an Event of Default or a Default; and
(iii) a Responsible Financial Officer of the Company shall have certified in the Funding/Issuance Notice that, as of such Credit Date, the condition set forth in Section 3.2(b)(ii) has been satisfied.
Conditions Precedent to Delayed Draw Term Loans. The agreement of each Lender to make any Delayed Draw Term Loan requested to be made by it hereunder on the Delayed Draw Term Loan Borrowing Date is subject to the satisfaction, prior to or concurrently with the making of such Loans on such date (which date shall be on or before June 30, 2002), of the following conditions precedent:
Conditions Precedent to Delayed Draw Term Loans. Not in limitation but in furtherance of the other conditions in this Agreement and the other Loan Documents, in addition to the conditions set forth in Sections 5.1.1, 5.1.2, 5.1.3, 5.1.4, 5.2.2, 5.2.3, 5.2.4, 5.2.9 and Section 5.3 hereof, the following conditions shall be satisfied prior to the making of any Delayed Draw Term Loan: