CONDITIONS TO CLOSING AND ADVANCES. Section 3.1 Conditions to Closing 75 Section 3.2 Conditions Precedent to All Advances and Acquisitions of Loans 77 Section 3.3 Custodianship; Transfer of Loans and Permitted Investments 80
CONDITIONS TO CLOSING AND ADVANCES. The obligations of Lender to consummate the transactions contemplated herein and to make any Advance under the Revolving Facility are subject to the satisfaction (or waiver), in the sole judgment of Lender, of the following:
(a) Borrower shall have delivered to Lender:
(i) the Loan Documents to which it is a party, each duly executed by an authorized officer of Borrower and any other parties thereto;
(ii) A Closing Certificate certifying to the organizational documents of Borrower, the good standing or existence of Borrower in its jurisdiction of organization, the adoption of resolutions approving the Loans and the incumbency of its authorized officers;
(iii) a Borrowing Certificate in the form of Exhibit A executed by an authorized officer of Borrower,
(b) [Reserved;]
(c) Legal counsel to Borrower shall have delivered to Lender a written legal opinion, in form and substance satisfactory to Lender and its counsel;
(d) Borrower shall have delivered to Lender all applicable Landlord Waivers and Consents, warehouseman letters, bailee letters and mortgagee letters;
(e) Borrower shall have executed and delivered to Lender an IRS Form 8821 in form acceptable to Lender naming Tax Guard as appointee;
(f) Lender shall have received (i) copies of all insurance policies required by Section 6.5, (ii) a copy of the declarations page for such insurance policies, and (iii) certificates of insurance and applicable endorsements confirming that the Lender has been named as sole beneficiary, lender’s loss payable or additional insured, as appropriate;
(g) Borrower shall have provided Lender with all information (including, including without limitation, user identifications and passwords) necessary for Lender to have on-line access to view all information regarding all of Borrower’s bank accounts;
(h) Borrower shall have provided evidence satisfactory to Lender of Borrower’s compliance with the requirements of Section 6.14 (relating to tracking of payroll tax payments);
(i) Lender shall have received each document (including, without limitation, any Uniform Commercial Code financing statement) required by any Loan Documents or under law or requested by Lender to be filed, registered or recorded to create in favor of Lender, a perfected first priority security interest upon the Collateral, including, without limitation, deposit account control agreements with respect to all of Borrower’s deposit accounts;
(j) Lender shall have received, in form and substance satisfactory to Le...
CONDITIONS TO CLOSING AND ADVANCES. 6869 Section 3.1. Conditions to Closing and Initial Advance. 6869 Section 3.2. Conditions Precedent to All Advances and Reinvestments. 70 Section 3.3. Custodianship; Transfer of Loans and Permitted Investments. 7273 ARTICLE IV.
CONDITIONS TO CLOSING AND ADVANCES. 59 Section 3.1. Conditions to Closing and Initial Advance. 59 Section 3.2.
CONDITIONS TO CLOSING AND ADVANCES. 50 SECTION 4.1. Conditions To Closing............................................................... 50
CONDITIONS TO CLOSING AND ADVANCES. 97 Section 3.1. Conditions to Closing and Initial Advance. ....................................... 97 Section 3.2. Conditions Precedent to All Advances. ...........................................
CONDITIONS TO CLOSING AND ADVANCES. 74 Section 3.1. Conditions to Closing and Initial Advance. .....................................................74 Section 3.2. Conditions Precedent to All Advances and Reinvestments. ............................76 Section 3.3. Custodianship; Transfer of Loans and Permitted Investments. .......................78 ARTICLE IV.
CONDITIONS TO CLOSING AND ADVANCES. 35 10.1 Conditions to Closing 35 10.2 Conditions to Advances 38
CONDITIONS TO CLOSING AND ADVANCES. 6968 Section 3.1.
CONDITIONS TO CLOSING AND ADVANCES. 1697821.11-New York Server 7A - MSW EX-10.1 2013CreditAgreement5-YearRevolvingLoan
