Common use of CONDITIONS TO BORROWINGS Clause in Contracts

CONDITIONS TO BORROWINGS. The obligation of the Lender to fund any requested Borrowing of Delayed Draw Term Loans is subject to the satisfaction or waiver by the Lender of the following conditions precedent as of the date of Borrowing such requested Delayed Draw Term Loan: (a) The representations and warranties of Borrower contained in Article VI or any other Loan Document, or which are contained in any agreement, certificate or notice furnished at any time under, or in connection, herewith or therewith, shall be true and correct in all material respects (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the date of such Credit Extension, except 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 (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) as of such earlier date. (b) No Default or Event of Default shall exist, or would result from the funding of such Delayed Draw Term Loans or from the application of the proceeds thereof. (c) The Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) The Effective Date shall have occurred. Each Request for Credit Extension submitted by the Borrower requesting a Borrowing of Delayed Draw Term Loans shall be deemed to be a representation and warranty that the conditions specified in Section 5.02(a)-(b) have been satisfied (or waived in accordance with the terms hereof) on and as of the date of the applicable Credit Extension.

CONDITIONS TO BORROWINGS. The obligation In addition to the conditions precedent set forth in Section 4.01, the obligations of the each Lender to fund any requested Borrowing of Delayed Draw Term Loans is hereunder are subject to the satisfaction or waiver by the Lender of the following conditions precedent as of the date of Borrowing such requested Delayed Draw Term Loanprecedent: (a) The Administrative Agent shall have received a Borrowing Request as required by Section 2.03. (b) With respect to the Second Borrowing, to the extent the Second Borrowing occurs more than twenty-eight (28) calendar days after the Effective Date, the Lenders shall have received an Updated Budget, dated as of the Final DIP Order Entry Date, which Updated Budget shall be an Approved Budget. (c) With respect to any Third Borrowing, the Specified Tax Condition has been satisfied. (d) The representations and warranties of each Borrower contained in Article VI or any other each Loan Document, or Document to which are contained in any agreement, certificate or notice furnished at any time under, or in connection, herewith or therewith, it is a party shall be true and correct in all material respects (provided, that, and in all respects if any such representation or warranty that is already qualified as to “by materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the date of such Credit ExtensionBorrowing, with the same effect as though made on and as of such date, except to the extent that such representations and warranties specifically refer expressly relate to an earlier date, date (in which case, they case such representations and warranties shall be true and correct in all material respects (providedor if applicable, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) as of such earlier date). (be) No Default or Immediately prior to and immediately after giving effect to such Borrowing and the use of proceeds thereof, no Event of Default or Default shall exist, or would result from the funding have occurred and be continuing. (f) The making of such Delayed Draw Term Loans Loan shall not violate any requirement of law and shall not be enjoined, temporarily, preliminarily or from permanently. (g) The amount of each Borrowing shall be in compliance with Section 2.01(b) or 2.01(c), as applicable. (h) With respect to the Second Borrowing and the Third Borrowing, the Administrative Agent and the Lenders shall have received a Control Agreement with respect to each deposit account, securities account and commodities account of each Borrower (excluding the Excluded Accounts), in each case, duly executed and delivered by each party thereto. (i) No Borrowing Base Deficiency shall exist immediately after giving effect to such Borrowing and to the application of the proceeds thereoftherefrom. (cj) The Lender Administrative Agent and the Lenders shall have received a Request for Credit Extension in accordance with certificate of a Financial Officer of the requirements hereof. (d) The Effective Date shall have occurred. Each Request for Credit Extension submitted by the Borrower requesting a Borrowing of Delayed Draw Term Loans shall be deemed to be a representation and warranty that the conditions specified in Section 5.02(a)-(b) have been satisfied (or waived in accordance with the terms hereof) on and Borrowers, dated as of the date of such Borrowing, confirming compliance with the conditions set forth in Sections 4.02(b), (d), (e), (f) and (i), in form and substance satisfactory to the Required Lenders. (k) With respect to the Second Borrowing and the Third Borrowing, entry of an order authorizing the Debtors to assume the SAPSA and approving the settlement contained in Section 9 thereof pursuant to Bankruptcy Rule 9019. (l) The Borrowers shall have paid all invoiced fees and expenses of the Agents and the Lenders accrued and payable on or prior to the date of such Borrowing, including the accrued fees and expenses of counsel to each of the Agents and the Lenders. Each Borrowing shall be deemed to constitute a representation and warranty by each Borrower on the date of such Borrowing as to the applicable Credit Extensionmatters specified in Sections 4.02(b), (d), (e), (f) and (i).

CONDITIONS TO BORROWINGS. The obligation of the Lender to fund any requested Borrowing of Delayed Draw Term Loans is subject to the satisfaction or waiver by the Lender of the following conditions precedent as of the date of Borrowing such requested Delayed Draw Term Loan: (a) MSG Sports Liquidity shall be (i) no greater than $50.0 million immediately prior to giving effect to such Borrowing and (ii) no greater than $75 million immediately after giving effect to such Borrowing; (b) Each of the Borrower and its Subsidiaries shall have used commercially reasonable efforts to raise New Third-Party Debt to the extent permitted by the NBA Debt Limits (it being understood that the foregoing shall not require such Persons to seek or obtain the consent of the NBA to exceptions to or modifications of the NBA Debt Limits), in each case, as conclusively determined by the Borrower and certified by a Responsible Officer in the relevant Request for Credit Extension; (c) The representations and warranties of Borrower contained in Article VI or any other Loan Document, or which are contained in any agreement, certificate or notice furnished at any time under, or in connection, herewith or therewith, shall be true and correct in all material respects (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the date of such Credit Extension, except 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 (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) as of such earlier date. (bd) No Default or Event of Default shall exist, or would result from the funding of such Delayed Draw Term Loans or from the application of the proceeds thereof. (ce) The Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (df) The Effective Effectiveness Date shall have occurred. Each Request for Credit Extension submitted by the Borrower requesting a Borrowing of Delayed Draw Term Loans shall be deemed to be a representation and warranty that the conditions specified in Section 5.02(a)-(b5.02(a)-(d) have been satisfied (or waived in accordance with the terms hereof) on and as of the date of the applicable Credit Extension.

CONDITIONS TO BORROWINGS. The obligation of the Lender to fund any requested Borrowing of Delayed Draw Term Loans is subject to the satisfaction or waiver by the Lender of the following conditions precedent as of the date of Borrowing such requested Delayed Draw Term Loan: (a) MSG Sports Liquidity shall be (i) no greater than $50.0 million immediately prior to giving effect to such Borrowing and (ii) no greater than $75 million immediately after giving effect to such Borrowing; (b) The representations and warranties of Borrower contained in Article VI or any other Loan Document, or which are contained in any agreement, certificate or notice furnished at any time under, or in connection, herewith or therewith, shall be true and correct in all material respects (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the date of such Credit Extension, except 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 (provided, that, any representation or warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) as of such earlier date. (bc) No Default or Event of Default shall exist, or would result from the funding of such Delayed Draw Term Loans or from the application of the proceeds thereof. (cd) The Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (de) The Effective Effectiveness Date shall have occurred. Each Request for Credit Extension submitted by the Borrower requesting a Borrowing of Delayed Draw Term Loans shall be deemed to be a representation and warranty that the conditions specified in Section 5.02(a)-(b5.02(a)-(d) have been satisfied (or waived in accordance with the terms hereof) on and as of the date of the applicable Credit Extension.