Common use of Conditions to All Borrowings After the Closing Date Clause in Contracts

Conditions to All Borrowings After the Closing Date. The obligation of each Lender to honor any Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date is subject to the following conditions precedent: (i) The representations and warranties of each Loan Party set forth in Article V and in each other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings 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 they shall be true and correct in all material respects as of such earlier date. (ii) No Default shall exist or would result from such proposed Borrowing or from the application of the proceeds therefrom. (iii) The Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. Each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(i) and (ii) have been satisfied on and as of the date of the applicable Borrowing.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Portillo's Inc.), Second Lien Credit Agreement (Portillo's Inc.)

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Conditions to All Borrowings After the Closing Date. The obligation of each Lender to honor any a Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Rate Loans) after the Closing Date is subject to the following conditions precedent: (ia) The representations and warranties of the Borrower and each other Loan Party set forth contained in Article V and in each or any other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings with the same effect as though made on and as of such dateBorrowing; provided that, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (iib) No Default or Event of Default shall exist or would result from such proposed Borrowing or from the application of the proceeds therefromBorrowing. (iiic) The Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. Each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions condition specified in Sections 4.02(i4.02(a) and (iib) have been satisfied on and as of the date of the applicable Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Mattress Firm Holding Corp.)

Conditions to All Borrowings After the Closing Date. The Except as set forth herein with respect to Incremental Loans, the obligation of each Lender to honor any Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date Date, is subject to the following conditions precedent: (ia) The representations and warranties of the Borrower and each other Loan Party set forth contained in Article V and in each or any other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings with the same effect as though made on and as of such dateBorrowing; provided that, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (iib) No As of the date of such Borrowing, no Default or Event of Default shall exist have occurred and be continuing on such date (immediately prior to giving effect to the extensions of credit requested to be made) or would result from after giving effect to the extensions of credit requested to be made on such proposed Borrowing or from the application of the proceeds therefromdate. (iiic) The If applicable, the Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. Each Subject to Section 1.08(f), each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions condition specified in Sections 4.02(i4.02(a) and (iib) have has been satisfied on and as of the date of the applicable Borrowing.

Appears in 1 contract

Samples: Second Lien Credit Agreement (WCG Clinical, Inc.)

Conditions to All Borrowings After the Closing Date. The obligation of each Lender to honor any Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date is subject to the following conditions precedent: (ia) The representations and warranties of the Borrower and each other Loan Party set forth contained in Article V and in each or any other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings with the same effect as though made on and as of such dateBorrowing; provided that, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (ii) No Default shall exist or would result from such proposed Borrowing or from the application of the proceeds therefrom. (iiib) The Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. Each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions condition specified in Sections 4.02(iSection 4.02(a) and (ii) have has been satisfied on and as of the date of the applicable Borrowing.

Appears in 1 contract

Samples: Credit Agreement (J Crew Group Inc)

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Conditions to All Borrowings After the Closing Date. The Except as set forth in Section 2.16(f) with respect to Incremental Loans, the obligation of each Lender to honor any Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date is subject to the following conditions precedent: (ia) The representations and warranties of the Borrower and each other Loan Party set forth contained in Article V and in each or any other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings with the same effect as though made on and as of such dateBorrowing; provided that, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (iib) No As of the date of such Borrowing, no Default or Event of Default shall exist have occurred and be continuing on such date (immediately prior to giving effect to the extensions of credit requested to be made) or would result from after giving effect to the extensions of credit requested to be made on such proposed Borrowing or from the application of the proceeds therefromdate. (iiic) The Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. Each Subject to Section 1.08(f), each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions condition specified in Sections 4.02(i4.02(a) and (iib) have has been satisfied on and as of the date of the applicable Borrowing.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Mister Car Wash, Inc.)

Conditions to All Borrowings After the Closing Date. The Except as set forth in Section 2.13(b) with respect to Incremental Term Loans and subject to Section 1.08(e), the obligation of each Lender to honor any Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) after the Closing Date Date, is subject to the following conditions precedent: (ia) The representations and warranties of the Borrower and each other Loan Party set forth contained in Article V and in each or any other Loan Document shall be true and correct in all material respects on and as of the date of such Borrowings with the same effect as though made on and as of such dateBorrowing; provided that, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided, further, that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates. (ii) No Default shall exist or would result from such proposed Borrowing or from the application of the proceeds therefrom. (iiib) The Administrative Agent and shall have received a Committed Loan Notice in accordance with the requirements hereof. (c) As of the date of such Borrowing, no Default or Event of Default shall have occurred and be continuing on such date (immediately prior to giving effect to the extensions of credit requested to be made) or would result after giving effect to the extensions of credit requested to be made on such date. Each Committed Loan Notice (other than a Committed Loan Notice requesting only a conversion of Loans to the other another Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Borrower after the Closing Date shall be deemed to be a representation and warranty that the conditions condition specified in Sections 4.02(i4.02(a) and (iic) have has been satisfied on and as of the date of the applicable Borrowing.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Advantage Solutions Inc.)

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