Common use of CONDITIONS TO ALL REVOLVING LOANS Clause in Contracts

CONDITIONS TO ALL REVOLVING LOANS. The obligations of Lenders to make Revolving Loans on each Funding Date are subject to the following further conditions precedent: A. Administrative Agent shall have received before that Funding Date, in accordance with the provisions of subsection 2.1B, an originally executed Notice of Borrowing, in each case signed by the chief executive officer, the chief financial officer or the treasurer of each Borrower or of the managing member of such Borrower or by any executive officer of such Borrower or managing member designated by any of the above described officers on behalf of Borrowers in a writing delivered to Administrative Agent. B. As of that Funding Date: (i) if the proceeds of the Revolving Loans are to be used (or the Letter of Credit is being issued for), for any purpose other than the purchase of Specified FF&E, the Revolving Loan Availability Date shall have occurred; (ii) (a) if such Funding Date is prior to the Revolving Loan Availability Date, the representations and warranties contained in Section 4 of the Disbursement Agreement shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date and (b) if such Funding Date is on or after the Revolving Loan Availability Date, the representations and warranties contained herein and in the other Loan Documents shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date; (iii) No event shall have occurred and be continuing or would result from the consummation of the borrowing contemplated by such Notice of Borrowing that would constitute an Event of Default or a Potential Event of Default; (iv) Each Loan Party shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before that Funding Date; (v) No order, judgment or decree of any court, arbitrator or govern mental authority shall purport to enjoin or restrain any Lender from making the Revolving Loans to be made by it on that Funding Date; (vi) The making of the Revolving Loans requested on such Funding Date shall not violate any law including Regulation G, Regulation T, Regulation U or Regulation X of the Board of Governors of the Federal Reserve System; and (vii) There shall not be pending or, to the knowledge of Borrowers, threatened, any action, suit, proceeding, governmental investigation or arbitration against or affecting Borrowers or any of their Subsidiaries or any property of Borrowers or any of their Subsidiaries that is required to be disclosed under, and has not been disclosed by Borrowers in writing pursuant to, subsection 5.6 or 6.1(x) prior to the making of the last preceding Revolving Loans (or, in the case of the initial Revolving Loans, prior to the execution of this Agreement), and there shall have occurred no development not so disclosed in any such action, suit, proceeding, governmental investigation or arbitration so disclosed, that, in either event, in the reasonable opinion of Administrative Agent or of Requisite Lenders, would have a Material Adverse Effect; (viii) If such Funding Date is prior to the Revolving Loan Availability Date, such Funding Date shall also be a date on which Term Loans are being funded and all conditions to the funding of the Term Loans on such Funding Date shall be satisfied; and (ix) If such Funding Date is prior to the Revolving Loan Availability Date, Borrowers shall have provided to Administrative Agent a detailed list showing the Specified FF&E to be funded with the proceeds of the Revolving Loans to be made (or Letters of Credit to be issued) on such Funding Date.

CONDITIONS TO ALL REVOLVING LOANS. The obligations of Lenders to make Revolving Loans on each Funding Date are subject to the following further conditions precedent: A. Administrative Agent shall have received before that Funding Date, in accordance with the provisions of subsection 2.1B, an originally executed Notice of Borrowing, in each case signed by the chief executive officer, the chief financial officer or the treasurer or corporate controller of each Borrower or of the managing member of such Borrower Company or by any executive officer of such Borrower or managing member Company designated by any of the above above-described officers on behalf of Borrowers Company in a writing delivered to Administrative Agent. B. As of that Funding Date: (i) if the proceeds of the Revolving Loans are to be used (or the Letter of Credit is being issued for), for any purpose other than the purchase of Specified FF&E, the Revolving Loan Availability Date shall have occurred; (ii) (a) if such Funding Date is prior to the Revolving Loan Availability Date, the representations and warranties contained in Section 4 of the Disbursement Agreement shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date and (b) if such Funding Date is on or after the Revolving Loan Availability Date, the The representations and warranties contained herein and in the other Revolving Loan Documents shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date; (iiiii) No event shall have occurred and be continuing or would result from the consummation of the borrowing contemplated by such Notice of Borrowing that would constitute an Event of Default or a Potential Event of Default; (iviii) Each Loan Party shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before that Funding Date; (viv) No order, judgment or decree of any court, arbitrator or govern mental governmental authority shall purport to enjoin or restrain any Lender from making the Revolving Loans to be made by it on that Funding Date; (viv) The making of the Revolving Loans requested on such Funding Date shall not violate any law including Regulation G, Regulation T, Regulation U or Regulation X of the Board of Governors of the Federal Reserve System; and (viivi) There shall not be pending or, to the knowledge of BorrowersCompany, threatened, any action, suit, proceeding, governmental investigation or arbitration against or affecting Borrowers Company or any of their its Subsidiaries or any property of Borrowers Company or any of their its Subsidiaries that is required to be disclosed under, and has not been disclosed by Borrowers Company in writing pursuant to, to subsection 5.6 or 6.1(x) prior to the making of the last preceding Revolving Loans (or, in the case of the initial Revolving Loans, prior to the execution of this Agreement), and there shall have occurred no development not so disclosed in any such action, suit, proceeding, governmental investigation or arbitration so disclosed, that, in either event, in the reasonable opinion of Administrative Agent or of Requisite Lenders, would be expected to have a Material Adverse Effect; (viii) If such Funding Date is prior ; and no injunction or other restraining order shall have been issued and no hearing to the Revolving Loan Availability Date, such Funding Date shall also cause an injunction or other restraining order to be a date on which Term Loans are being funded and all conditions to the funding of the Term Loans on such Funding Date issued shall be satisfied; and (ix) If such Funding Date is prior pending or noticed with respect to any action, suit or proceeding seeking to enjoin or otherwise prevent the Revolving Loan Availability Dateconsummation of, Borrowers shall have provided or to Administrative Agent recover any damages or obtain relief as a detailed list showing result of, the Specified FF&E to be funded with transactions contemplated by this Agreement or the proceeds making of the Revolving Loans to be made (or Letters of Credit to be issued) on such Funding Datehereunder.

CONDITIONS TO ALL REVOLVING LOANS. The obligations obligation of Lenders Lender to make --------------------------------- available the funds for the Revolving Loans Loans, on any date (each such date a "Funding Date are Date") is subject to the following further conditions precedent:precedent set forth below. A. Administrative Agent (A) Lender shall have received before that Funding Datereceived, in accordance with the provisions of subsection 2.1BSubsection 1.3, a notice requesting an originally executed Notice of Borrowing, in each case signed by the chief executive officer, the chief financial officer or the treasurer of each Borrower or of the managing member advance of such Borrower or by any executive officer of such Borrower or managing member designated by any of the above described officers on behalf of Borrowers in a writing delivered to Administrative Agentfunds. B. As of that Funding Date: (iB) if the proceeds of the Revolving Loans are to be used (or the Letter of Credit is being issued for), for any purpose other than the purchase of Specified FF&E, the Revolving Loan Availability Date shall have occurred; (ii) (a) if such Funding Date is prior to the Revolving Loan Availability Date, the The representations and warranties contained in Section 4 5 of this Agreement and elsewhere herein and in the Disbursement Agreement Loan Documents shall be (and each request by Borrower for a Revolving Loan shall constitute a representation and warranty by Borrower that such representations and warranties are) true, correct and complete in all material respects on and as of that such Funding Date to the same extent as though made on and as of that date, except for any representation or warranty limited by its terms to a specific date and taking into account any amendments to the extent such representations and warranties specifically relate Schedules or Exhibits as a result of any disclosures made in writing by Borrower to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date and (b) if such Funding Date is on or Lender after the Revolving Loan Availability Date, the representations Closing Date and warranties contained herein and approved by Lender in the other Loan Documents shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true, correct and complete in all material respects on and as of such earlier date;writing. (iiiC) No event shall have occurred and be continuing or would result from the consummation of the borrowing contemplated by such Notice of Borrowing that would constitute an Event of Default or a Potential Event of Default;. (iv) Each Loan Party shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before that Funding Date; (vD) No order, judgment or decree of any court, arbitrator or govern mental authority Governmental Authority shall purport to enjoin or restrain any Lender from making advancing funds under the Revolving Loans to be made by it on that Funding Date;Loan. (viE) The making of Since the Revolving Loans requested on such Funding Date date hereof, there shall not violate any law including Regulation G, Regulation T, Regulation U or Regulation X of the Board of Governors of the Federal Reserve System; and (vii) There shall not be pending or, to the knowledge of Borrowers, threatened, any action, suit, proceeding, governmental investigation or arbitration against or affecting Borrowers or any of their Subsidiaries or any property of Borrowers or any of their Subsidiaries that is required to be disclosed under, and has not been disclosed by Borrowers in writing pursuant to, subsection 5.6 or 6.1(x) prior to the making of the last preceding Revolving Loans (or, in the case of the initial Revolving Loans, prior to the execution of this Agreement), and there shall have occurred no development not so disclosed in any such action, suit, proceeding, governmental investigation event or arbitration so disclosed, that, in either event, in the reasonable opinion of Administrative Agent condition that has had or of Requisite Lenders, would could reasonably be expected to have a Material Adverse Effect;. (viiiF) If such Funding Date is prior to the Revolving All Loan Availability Date, such Funding Date shall also be a date on which Term Loans are being funded and all conditions to the funding of the Term Loans on such Funding Date Documents shall be satisfied; andin full force and effect. (ixG) If such Funding Date is prior to the Revolving Loan Availability Date, Borrowers Borrower and Guarantors shall have provided delivered to Administrative Agent a detailed list showing the Specified FF&E to be funded with the proceeds of the Revolving Loans to be made (or Letters of Credit to be issued) on Lender such Funding Dateother documents, certificates and opinions as Lender reasonably requests.

CONDITIONS TO ALL REVOLVING LOANS. The obligations obligation of Lenders the Lender to make any Revolving Loan hereunder (including any Revolving Loans made on each Funding Date are or after the Closing Date), is subject to the continued validity of all Credit Documents and the satisfaction of the following further conditions precedentconditions: A. Administrative Agent (a) The Lender shall have received before that Funding Date, in accordance with the provisions a notice of subsection 2.1B, an originally executed borrowing (each a “Notice of Borrowing”), in each case signed by the chief executive officerform of Exhibit B, the chief financial officer or the treasurer of each Borrower or of the managing member of such Borrower or by any executive officer of such Borrower or managing member designated by any of the above described officers on behalf of Borrowers in a writing delivered to Administrative Agent. B. As of that Funding Date: specifying (i) if the proceeds aggregate principal amount of the requested Revolving Loans are to be used (or the Letter of Credit is being issued for), for any purpose other than the purchase of Specified FF&E, the Revolving Loan Availability Date shall have occurred; made pursuant to such Borrowing and (ii) the requested date of such Borrowing, which shall be a Business Day and which shall be at least three Business Days after the Lender receives such Notice of Borrowing (a) if such Funding Date is prior other than any Borrowing with respect to the Revolving Loan Availability Date, Terminating Indebtedness and any additional Borrowing on the Closing Date of up to $1,000,000 in the aggregate (including any Borrowing to repay the Terminating Indebtedness)). Each such Notice of Borrowing shall be irrevocable. (b) Each of the representations and warranties contained made by the Borrower in Section 4 of the Disbursement Agreement Article IV shall be true, true and correct and complete in all material respects (except to the extent any such representation or warranty is qualified as to materiality or by Material Adverse Effect, in which case such representation or warranty shall be true in all respects) on and as of that Funding Date to such date with the same extent effect as though if made on and as of that date, such date (except to the extent any such representations and warranties specifically relate representation or warranty related to an earlier a specific date, in which case such representations representation or warranty shall be true and warranties shall have been true, correct and complete in all material respects on and as of such earlier date and (b) if such Funding Date is on or after the Revolving Loan Availability Date, the representations and warranties contained herein and in the other Loan Documents shall be true, correct and complete in all material respects on and as of that Funding Date to the same extent as though made on and as of that date, except to the extent any such representations and warranties specifically relate representation or warranty is qualified as to an earlier datemateriality or Material Adverse Effect, in which case such representations and warranties representation or warranty shall have been true, correct and complete be true in all material respects on and as of such earlier date;)). (iiic) No event Default or Event of Default shall have occurred and be continuing on such date or would result from after giving effect to the consummation portion of the borrowing contemplated by such Notice of Borrowing that would constitute an Event of Default or a Potential Event of Default; (iv) Each Revolving Loan Party shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before that Funding Date; (v) No order, judgment or decree of any court, arbitrator or govern mental authority shall purport to enjoin or restrain any Lender from making the Revolving Loans to be made on such date. Each Borrowing hereunder shall be deemed to be a representation and warranty by it the Borrower on that Funding Date; (vi) The making the date of such Borrowing as to the truth and accuracy of the Revolving Loans requested on such Funding Date shall not violate any law including Regulation G, Regulation T, Regulation U or Regulation X of the Board of Governors of the Federal Reserve System; and facts specified in paragraphs (viia) There shall not be pending or, to the knowledge of Borrowers, threatened, any action, suit, proceeding, governmental investigation or arbitration against or affecting Borrowers or any of their Subsidiaries or any property of Borrowers or any of their Subsidiaries that is required to be disclosed under, and has not been disclosed by Borrowers in writing pursuant to, subsection 5.6 or 6.1(x(b) prior to the making of the last preceding Revolving Loans (or, in the case of the initial Revolving Loans, prior to the execution of this Agreement), and there shall have occurred no development not so disclosed in any such action, suit, proceeding, governmental investigation or arbitration so disclosed, that, in either event, in the reasonable opinion of Administrative Agent or of Requisite Lenders, would have a Material Adverse Effect; (viii) If such Funding Date is prior to the Revolving Loan Availability Date, such Funding Date shall also be a date on which Term Loans are being funded and all conditions to the funding of the Term Loans on such Funding Date shall be satisfied; and (ix) If such Funding Date is prior to the Revolving Loan Availability Date, Borrowers shall have provided to Administrative Agent a detailed list showing the Specified FF&E to be funded with the proceeds of the Revolving Loans to be made (or Letters of Credit to be issued) on such Funding DateSection.