Common use of CONDITIONS TO BORROWINGS Clause in Contracts

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan to the Borrowers as part of a Borrowing is subject to the satisfaction of the following conditions: - this Agreement is effective; - the Administrative Agent receives a Borrowing Notice conforming to the requirements of this Agreement; - immediately after the Borrowing, the aggregate unpaid principal amount of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before and after the Borrowing, no Default will have occurred and be continuing; - the representations and warranties of the Borrowers contained in this Agreement are true on and as of the date of the Borrowing with the same effect as if made on and as of such date (except to the extent such representations and warranties expressly relate to an earlier date); - the Administrative Agent receives, with the Borrowing Notice, an update to the title policy for each Borrowing on a Development Project; - no mechanic's lien claim shall have been filed or asserted against any Mortgaged Property, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits and approvals of governmental authorities required for the operation of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Property.

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan On the Closing Date and on any Business Day prior to the Borrowers as part of Maturity Date, the Borrower may request a Borrowing is from the Lender Group in accordance with the Loan Agreement. Any Borrowing (including any Borrowing made on the Closing Date) shall be subject to the satisfaction following conditions: (a) the Servicer shall have delivered to the Agent (with a copy to the Collateral Custodian, if one has been appointed) on behalf of the following conditions: - this Agreement is effective; - the Administrative Agent receives Borrower a Borrowing Notice conforming Base Certificate; (b) all applicable conditions precedent to the requirements Lender Group’s advance of this Agreement; - immediately the Borrowing under Section 3.03 of the Loan Agreement shall have been fulfilled as of such Borrowing Date. (c) as of such date, neither the Originator nor the Borrower shall have reason to believe that its insolvency is imminent; (d) on and as of such date, after the giving effect to such Borrowing, the aggregate unpaid principal amount Availability shall exceed zero; (e) the Originator shall have taken any action reasonably requested by the Agent or the Borrower required to maintain or evidence the ownership interest of the Borrower in the Purchased Assets and the security interest of the Agent in the Collateral; (f) the Originator shall have deposited, or caused to be deposited, in the Cash Management Account all Collections received with respect to each of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before Transferred on and after the Borrowing, no Default will have occurred and be continuing; - its applicable Transfer Date; (g) each of the representations and warranties of made by the Borrowers Originator contained in this Agreement are Section 3.03 with respect to the Loans on the Closing Date shall be true on and correct as of the date applicable Borrowing Date (in the case of a Borrowing other than on the Borrowing Closing Date, with the same effect as if made then made) and each of the Borrower and the Originator shall have performed all obligations to be performed by it under the Loan Documents on and as of or prior to such date Borrowing Date; and (except h) it shall be a condition to the extent such representations and warranties expressly relate initial Borrowing that the Servicer shall have delivered the form of Servicer Report, to an earlier date); - the Administrative Agent receivesbe attached hereto as Exhibit A, with the Borrowing Notice, an update to the title policy for each Borrowing on a Development Project; - no mechanic's lien claim shall have been filed or asserted against any Mortgaged Property, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits and approvals of governmental authorities required for the operation of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Property.

CONDITIONS TO BORROWINGS. 10.1 Conditions Precedent to Making of Revolving Loans on the Closing Date. The obligation of a the Lender to make a Loan to the Borrowers as part of a Borrowing Revolving Loans on the Closing Date is subject to the satisfaction of the following conditions: - this Agreement is effective; - the Administrative Agent receives conditions precedent having been satisfied in a Borrowing Notice conforming manner satisfactory to the requirements of this Agreement; - immediately after the Borrowing, the aggregate unpaid principal amount of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before and after the Borrowing, no Default will have occurred and be continuing; - the Lender: (a) All representations and warranties of the Borrowers contained in this Agreement are and in the other Loan Documents shall be true on and correct as of the date Closing Date. (b) No Default or Event of Default shall exist on the Closing Date, or would exist after giving effect to the Revolving Loans to be made on such date. (c) The Lender shall have received such opinions of counsel for the Borrower as the Lender has requested, each such opinion to be in a form, scope, and substance satisfactory to the Lender. (d) The Lender shall have received: (i) acknowledgment copies of proper financing statements, duly filed on or before the Closing Date under the UCC of all jurisdictions that the Lender may deem necessary or desirable in order to perfect the Lender's Lien; and (ii) duly executed UCC-3 Termination Statements and other instruments, in form and substance satisfactory to the Lender, as shall be deemed necessary by Lender to terminate and satisfy all Liens, other than Permitted Liens, on the Collateral. (e) The Lender shall have received a guaranty, satisfactory in form and substance to the Lender, from the Guarantor, and a subordination agreement, satisfactory in form and substance to the Lender, from TFC. (f) The Borrower shall have paid all fees and expenses of the Borrowing Lender and the Attorney Costs incurred in connection with any of the Loan Documents and the transactions contemplated thereby, it being understood and agreed that the maximum amount of the payment by the Borrower under this Section 10.1(g) shall be $10,000. (g) The Borrower shall have paid in full the Closing Fee. (h) The Lender shall have had an opportunity, if Lender so chooses, to examine the books of account and other records and files of the Borrower and to make copies thereof and to conduct a pre-closing audit which shall include, without limitation, verification of Contracts and Availability, and the results of such examination and audit shall have been satisfactory to the Lender in all respects. (i) All proceedings taken in connection with the execution of this Agreement, the other Loan Documents and all documents and papers relating thereto shall be satisfactory in form, scope, and substance to the Lender. (j) No material adverse change shall have occurred in the operations, business, profits, properties, condition (financial or otherwise) or prospects of the Borrower or in the Collateral since June 30, 1999, and the Lender shall have received a certificate of the Borrower's chief financial officer to such effect. The acceptance by the Borrower of any Revolving Loans made on the Closing Date shall be deemed to be a representation and warranty made by the Borrower to the effect that all of the conditions precedent to the making of such Revolving Loans have been satisfied, with the same effect as if made on and as of such date (except delivery to the extent such representations and warranties expressly relate to an earlier date); - the Administrative Agent receives, with the Borrowing Notice, an update to the title policy for each Borrowing on Lender of a Development Project; - no mechanic's lien claim shall have been filed or asserted against any Mortgaged Property, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits and approvals of governmental authorities required for the operation certificate signed by a Responsible Officer of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Propertydated the Closing Date, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Propertysuch effect.

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan On the Closing Date and on any Business Day during the Revolving Period, the Issuer may, upon two Business Days’ notice to the Borrowers as part of Initial Noteholder (with a copy to the Indenture Trustee), request a Borrowing is from the Initial Noteholder. Any Borrowing (including any Borrowing made on the Closing Date) shall be subject to the satisfaction following conditions: (a) the Servicer shall have delivered on behalf of the following conditions: - this Agreement is effective; - the Administrative Agent receives Issuer a Borrowing Notice conforming and a Borrowing Base Certificate; (b) all conditions precedent to the requirements Noteholders’ advance of this Agreement; - immediately the Borrowing under Section 3.01 of the Note Purchase Agreement shall have been fulfilled as of such Borrowing Date. (c) as of such date, neither the Originator nor the Depositor shall have reason to believe that its insolvency is imminent; (d) on and as of such date, after the giving effect to such Borrowing, the aggregate unpaid principal amount Availability shall exceed zero; (e) the Depositor shall have taken any action reasonably requested by the Indenture Trustee, the Issuer or the Initial Noteholder required to maintain or evidence the ownership interest of the Issuer in the Purchased Assets and the security interest of the Indenture Trustee in the Collateral; (f) the Depositor shall have deposited, or caused to be deposited, in the Collection Account all Collections received with respect to each of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before Transferred on and after the Borrowing, no Default will Closing Date; (g) neither the Termination Date nor the Amortization Date shall have occurred and be continuing; - occurred; (h) each of the representations and warranties of made by the Borrowers Originator contained in this Agreement are Section 3.03 with respect to the Loans on the Closing Date shall be true on and correct as of the date applicable Borrowing Date (in the case of a Borrowing other than on the Borrowing Closing Date, with the same effect as if then made) and each of the Depositor and the Originator shall have performed all obligations to be performed by it under the Basic Documents on or prior to such Borrowing Date; provided that, if any representation or warranty made on and by the Originator pursuant to Section 3.03 shall be incorrect as of any Transfer Date with respect to any Loan to be purchased on such date, the Issuer shall only be relieved of its obligation to purchase such Loan affected by such breach and, assuming satisfaction or waiver of the other conditions set forth in this clause (h), the Issuer shall nonetheless be obligated to purchase all Loans to be purchased on such date that are unaffected by such breach; and (except i) it shall be a condition to the extent such representations and warranties expressly relate initial Borrowing that the Servicer shall have delivered the form of Servicer Report, to an earlier date); - the Administrative Agent receivesbe attached hereto as Exhibit B, with the Borrowing Notice, an update to the title policy for each Borrowing on a Development Project; - no mechanic's lien claim shall have been filed or asserted against any Mortgaged PropertyBackup Servicer, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits and approvals of governmental authorities required for the operation of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent Indenture Trustee and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged PropertyInitial Noteholder.

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan On the Closing Date and on any Business Day during the Revolving Period, the Issuer may, upon two Business Days' notice to the Borrowers as part of Administrative Agent and each Group Noteholder (with a copy to the Indenture Trustee), request a Borrowing is from the Noteholders. Any Borrowing (including any Borrowing made on the Closing Date) shall be subject to the satisfaction following conditions: (a) the Servicer shall have delivered on behalf of the following conditions: - this Agreement is effective; - the Administrative Agent receives Issuer a Borrowing Notice conforming and a Borrowing Base Certificate; (b) all conditions precedent to the requirements Noteholders' advance of this Agreement; - immediately the Borrowing under Section 3.01 of the Note Purchase Agreement shall have been fulfilled as of such Borrowing Date. (c) as of such date, neither the Originator nor the Depositor shall have reason to believe that its insolvency is imminent; (d) on and as of such date, after the giving effect to such Borrowing, the aggregate unpaid principal amount Availability shall exceed zero; (e) the Depositor shall have taken any action reasonably requested by the Indenture Trustee, the Issuer or any Purchaser required to maintain or evidence the ownership interest of the Issuer in the Purchased Assets and the security interest of the Indenture Trustee in the Collateral; (f) the Depositor shall have deposited, or caused to be deposited, in the Collection Account all Collections received with respect to each of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before Transferred on and after the Borrowing, no Default will Closing Date; (g) neither the Termination Date nor the Amortization Date shall have occurred and be continuing; - occurred; (h) each of the representations and warranties of made by the Borrowers Originator contained in this Agreement are Section 3.03 with respect to the Loans on the Closing Date shall be true on and correct as of the date applicable Borrowing Date (in the case of a Borrowing other than on the Borrowing Closing Date, with the same effect as if then made) and each of the Depositor and the Originator shall have performed all obligations to be performed by it under the Basic Documents on or prior to such Borrowing Date; provided that, if any representation or warranty made on and by the Originator pursuant to Section 3.03 shall be incorrect as of any Transfer Date with respect to any Loan to be purchased on such date, the Issuer shall only be relieved of its obligation to purchase such Loan affected by such breach and, assuming satisfaction or waiver of the other conditions set forth in this clause (h), the Issuer shall nonetheless be obligated to purchase all Loans to be purchased on such date that are unaffected by such breach; (except i) it shall be a condition to the extent such representations and warranties expressly relate initial Borrowing that the Servicer shall have delivered the form of Servicer Report, to an earlier date); - the Administrative Agent receivesbe attached hereto as Exhibit B, with the Borrowing Notice, an update to the title policy for Backup Servicer, the Indenture Trustee and each Borrowing on a Development Project; - no mechanic's lien claim Purchaser; (j) the Required Opinions shall have been filed or asserted against delivered to each Group Noteholder; and (k) any Mortgaged Property, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits fees due and approvals of governmental authorities required for owing pursuant to the operation of the respective Mortgaged Properties DB Fee Letter shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Propertypaid.

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan to the Borrowers as part of a Borrowing is subject to the satisfaction of the following conditions: - • this Agreement is effective; - • the Administrative Agent receives a Borrowing Notice conforming to the requirements of this Agreement; - • immediately after the Borrowing, the aggregate unpaid principal amount of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - • each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - • immediately before and after the Borrowing, no Default will have occurred and be continuing; - • the representations and warranties of the Borrowers contained in this Agreement are true on and as of the date of the Borrowing with the same effect as if made on and as of such date (except to the extent such representations and warranties expressly relate to an earlier date); - • the Administrative Agent receives, with the Borrowing Notice, an update to the title policy for each Borrowing on a Development Project; - • no mechanic's ’s lien claim shall have been filed or asserted against any Mortgaged Property, which has not been "“bonded off" ” such Mortgaged Property in accordance with applicable law; - • all licenses, permits and approvals of governmental authorities required for the operation of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - • each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent and the Administrative Agent's ’s construction consultant, which approval shall not be unreasonably withheld or delayed; - • there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - • there shall be no action, suits or proceedings pending, or to the Borrowers' ’ knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - • there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Property. Each Borrowing shall constitute a representation and warranty by the Borrowers that, on the date of the Borrowing, the conditions set forth in this Section 3.2 are satisfied.

CONDITIONS TO BORROWINGS. The obligation of a Lender to make a Loan On the Closing Date and on any Business Day prior to the Borrowers as part of Maturity Date, the Borrower may request a Borrowing is from the Lender Group in accordance with the Loan Agreement. Any Borrowing (including any Borrowing made on the Closing Date) shall be subject to the satisfaction following conditions: (a) the Servicer shall have delivered to the Agent (with a copy to the Collateral Custodian, if one has been appointed, and to the Backup Servicer) on behalf of the following conditions: - this Agreement is effective; - the Administrative Agent receives Borrower a Borrowing Notice conforming Base Certificate; (b) all applicable conditions precedent to the requirements Lender Group’s advance of this Agreement; - immediately the Borrowing under Sections 3.01, 3.02, and 3.03 of the Loan Agreement shall have been fulfilled as of such Borrowing Date. (c) as of such date, neither the Originator nor the Borrower shall have reason to believe that its insolvency is imminent; (d) on and as of such date, after the giving effect to such Borrowing, the aggregate unpaid principal amount Availability shall exceed zero; (e) the Originator shall have taken any action reasonably requested by the Agent or the Borrower required to maintain or evidence the ownership interest of the Borrower in the Purchased Assets and the security interest of the Agent in the Collateral.; (f) the Originator shall have deposited, or caused to be deposited, in the Cash Management Account all Collections received with respect to each of the Loans will not exceed the lesser of the Aggregate Commitment or the Borrowing Base; - each Borrower represents that no material adverse change in its financial condition or results of operations has occurred; - immediately before Transferred on and after the Borrowing, no Default will have occurred and be continuing; - its applicable Transfer Date; (g) each of the representations and warranties of made by the Borrowers Originator contained in this Agreement are Section 3.03 with respect to the Loans on the Closing Date shall be true on and correct as of the date applicable Borrowing Date (in the case of a Borrowing other than on the Borrowing Closing Date, with the same effect as if made then made) and each of the Borrower and the Originator shall have performed all obligations to be performed by it under the Loan Documents on and as of or prior to such date Borrowing Date; and (except h) it shall be a condition to the extent such representations and warranties expressly relate initial Borrowing that the Servicer shall have delivered the form of Servicer Report, to an earlier date); - the Administrative Agent receivesbe attached hereto as Exhibit A, with the Borrowing Notice, an update to the title policy for each Borrowing on a Development Project; - no mechanic's lien claim shall have been filed or asserted against any Mortgaged Property, which has not been "bonded off" such Mortgaged Property in accordance with applicable law; - all licenses, permits and approvals of governmental authorities required for the operation of the respective Mortgaged Properties shall have been obtained and are in full force and effect; - each request for a Borrowing for a Development Project shall be subject to the approval of the Administrative Agent Backup Servicer and the Administrative Agent's construction consultant, which approval shall not be unreasonably withheld or delayed; - there shall have occurred no material violation of any applicable laws, ordinances, rules or regulations; it being understood that a single violation shall be deemed material if it involves by way of fees, fines, costs, expenses, curative work or other potential loss or expense to the Borrowers exceeding the sum of $100,000.00 or $500,000 in the aggregate for multiple violations; - there shall be no action, suits or proceedings pending, or to the Borrowers' knowledge, threatened against or affecting either Borrower, any Subsidiary or any Mortgaged Property, at law or in equity, or before any governmental agencies, which, if adversely determined, would substantially impair the ability of the Borrowers to pay their obligations as set forth herein or adversely affect the priority or security of a Mortgage; and - there shall have occurred no material adverse change in the financial condition of either Borrower or any Mortgaged Property.