Conditions Precedent to Extension of Credit. The obligation of Lender to make the Loan is subject to the condition precedent that Lender shall have received on or before the Closing Date all of the following, each dated (as applicable and unless otherwise indicated) on or as of the Closing Date, in form and substance satisfactory to Lender:
Conditions Precedent to Extension of Credit. Lender's obligation to make the Term Loan is subject to the conditions precedent that Lender shall have received, before making such Term Loan, all of the following, in form and substance satisfactory to Lender:
(a) Evidence that the execution, delivery and performance by Borrower of the "LOAN DOCUMENTS" (as defined below) has been duly authorized. The term "LOAN DOCUMENTS" shall mean this Loan Agreement, the Deed of Trust, the Guaranty, and all other documents or instruments entered into between either Borrower and Lender, or by Borrower in favor of, or for the benefit of Lender, that recite that they are to secure the Obligations.
Conditions Precedent to Extension of Credit. The obligation of each Lender to make its portion of the Term Loan provided for in the Agreement is subject to the fulfillment, to the satisfaction of Agent and each Lender (the making of such portion of the Term Loan by any Lender being conclusively deemed to be its satisfaction or waiver of the following), of each of the following conditions precedent:
Conditions Precedent to Extension of Credit. At the Closing Date, all obligations of Borrower hereunder incurred prior to the Closing Date (including, without limitation, Borrower's obligations to reimburse the reasonable fees and expenses of counsel to the Administrative Agent and any fees and expenses payable to the Administrative Agent and the Lenders as previously agreed with Borrower), shall have been paid in full, and the Administrative Agent shall have received the following, in form and substance reasonably satisfactory in all respects to the Administrative Agent:
(a) the duly executed counterparts of this Agreement;
(b) the duly completed Revolving Notes evidencing the Revolving Loan Commitments and the duly executed Line of Credit Note evidencing the Line of Credit Commitment;
(c) the Guaranty Agreements;
(d) certificate of Borrower in substantially the form of EXHIBIT E attached hereto and appropriately completed;
(e) certificates of the Secretary or Assistant Secretary of each of the Credit Parties, attaching and certifying copies of the resolutions of the boards of directors of the Credit Parties, authorizing as applicable the execution, delivery and performance of the Credit Documents;
(f) certificates of the Secretary or an Assistant Secretary of each of the Credit Parties, certifying (i) the name, title and true signature of each officer of such entities executing the Credit Documents, and (ii) the bylaws or comparable governing documents of such entities;
(g) certified copies of the certificate or articles of incorporation of each Credit Party, certified by the Secretary of State or the Secretary or Assistant Secretary of such Credit Party, together with certificates of good standing or existence, as may be available from the Secretary of State of the jurisdiction of incorporation or organization of such Credit Party;
(h) copies of all documents and instruments, including all consents, authorizations and filings, required or advisable under any Requirement of Law or by any material Contractual Obligation of the Credit Parties, in connection with the execution, delivery, performance, validity and enforceability of the Credit Documents and the other documents to be executed and delivered hereunder, and such consents, authorizations, filings and orders shall be in full force and effect and all applicable waiting periods shall have expired;
(i) certified copies of the Intercompany Loan Documents, to the extent that they exist;
(j) acknowledgment from CSC, The United States Corporation Co...
Conditions Precedent to Extension of Credit. The obligation of each Bank to make an extension of credit requested to be made by it under this Agreement is subject to the satisfaction of each of the following conditions precedent:
Conditions Precedent to Extension of Credit. 72 4.01 Conditions to Effectiveness of Credit Agreement 72 4.02 Conditions to All Extensions of Credit 75 V. REPRESENTATIONS AND WARRANTIES 76
Conditions Precedent to Extension of Credit. Prior to the extension of Credit hereunder, Borrower shall furnish to the Bank all of the following, each dated the date hereof in form and substance satisfactory to the Bank:
Conditions Precedent to Extension of Credit. The obligation of each Lender to make its portion of the Term Loan provided for in the Agreement is subject to the fulfillment, to the satisfaction of Agent and each Lender (the making of such portion of the Term Loan by any Lender being conclusively deemed to be its satisfaction or waiver of the following), of each of the following conditions precedent:
(a) the Closing Date shall occur on or before February 1, 2008;
(b) Agent shall have received a letter duly executed by Borrower authorizing Agent to file appropriate financing statements in such office or offices as may be necessary or, in the opinion of Agent, desirable to perfect the security interests to be created by the Loan Documents;
(c) Agent shall have received evidence that appropriate financing statements have been duly filed in such office or offices as may be necessary or, in the opinion of Agent, desirable to perfect the Agent's Liens in and to the Collateral;
(d) Agent shall have received each of the following documents, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect:
(i) the Control Agreements,
(ii) the Copyright Security Agreement,
(iii) a disbursement letter executed and delivered by Borrower to Agent regarding the extension of credit to be made on the Closing Date, the form and substance of which is satisfactory to Agent,
(iv) the Fee Letter,
(v) the Notes,
(vi) the Patent Security Agreement,
(vii) the Registration Rights Agreement,
(viii) the Security Agreement,
(ix) the Stock Pledge Agreement,
(x) the Subordination Agreements, and
(xi) the Trademark Security Agreement.
Conditions Precedent to Extension of Credit. (i) Initial Extensions of Credit. No LC Participant or LC Issuer has any obligation to make the initial Extension of Credit unless the following conditions precedent have been satisfied:
Conditions Precedent to Extension of Credit. No Lender or LC Issuer has any obligation to make any Extension of Credit (including its first) unless the following conditions precedent have been satisfied:
(i) All representations and warranties as made by any Credit Party in any Credit Document shall be true on and as of the date of such Extension of Credit as if such representations and warranties had been made as of the date of such Extension of Credit, except to the extent that such representation or warranty was made as of a specific date or updated, modified or supplemented as of a subsequent date with the consent of the Majority Lenders.
(ii) No Default shall exist at the date of such Extension of Credit.
(iii) No Material Adverse Change shall have occurred.
(iv) The making of such Extension of Credit shall not be prohibited by any Law and shall not subject any Lender or any LC Issuer to any penalty or other onerous condition under or pursuant to any such Law.
