Conditions to Each Credit Event. The obligation of the Lenders, the Fronting Lender and the Swing Line Lender to participate in any Credit Event shall be conditioned, in the case of each Credit Event, upon the following: (a) all conditions precedent as listed in Section 4.2 hereof required to be satisfied prior to the first Credit Event shall have been satisfied prior to or as of the first Credit Event; (b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof; (c) no Default or Event of Default shall then exist or immediately after such Credit Event would exist; (d) no condition or event shall have occurred that Agent or the Required Lenders determine has or is reasonably likely to have a Material Adverse Effect; (e) each of the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date of such Credit Event, except to the extent that any thereof expressly relate to an earlier date; and (f) with respect to each request by Borrowers for an Alternate Currency Loan or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be a representation and warranty by Borrowers as of the date of such request as to the satisfaction of the conditions precedent specified in subsections (c), (d), (e) and (f) above.
Appears in 2 contracts
Samples: Credit Agreement (Teletech Holdings Inc), Credit Agreement (Teletech Holdings Inc)
Conditions to Each Credit Event. The obligation agreement of each Lender to make any Loan and of the LendersIssuing Bank to issue, the Fronting Lender and the Swing Line Lender to participate in amend, renew or extend any Letter of Credit Event shall be conditioned, in the case of each (such event being called a “Credit Event, upon ”) (excluding continuations and conversions of Loans) requested to be made by it on any date is subject to the followingsatisfaction of the following conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required to be satisfied prior to the first The Administrative Agent shall have received a notice of such Credit Event as required by Section 2.02, 2.04 or 2.06, as applicable (or such notice shall have been satisfied prior to or as of the first Credit Event;deemed given in accordance with Section 2.04(b)).
(b) Administrative Borrower The representations and warranties set forth in Article III hereof and in the other Loan Documents shall have submitted a Notice of Loan (or with respect to a Letter of Credit, complied be true and correct with the provisions same effect as if then made (unless stated to relate to an earlier date, in which case such representations and warranties shall be true and correct as of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;such earlier date).
(c) no Default or Event At the time of Default shall then exist or and immediately after such Credit Event would exist;Event, no Default shall have occurred and be continuing.
(d) no condition or event If the relevant Borrower is a Subsidiary Borrower, CCSC shall have occurred that delivered to the Administrative Agent or (i) a Subsidiary Borrower Notice and Designation for such Subsidiary Borrower, countersigned by such Subsidiary Borrower and (ii) if such Subsidiary Borrower Notice and Designation is delivered after the Required Effective Date, notice of the name of such Subsidiary Borrower and the jurisdiction in which it is domiciled, which notice shall be delivered at least five Business Days prior to the date of the first Borrowing by such Subsidiary Borrower (and shall be distributed by the Administrative Agent to the Lenders determine has or is reasonably likely promptly upon receipt). CCSC may from time to time deliver a subsequent Subsidiary Borrower Notice and Designation with respect to such Subsidiary Borrower, countersigned by such Subsidiary Borrower, for the purpose of terminating such Subsidiary Borrower’s designation as such, as long as on the effective date of such termination, all Letters of Credit issued for the account of such Subsidiary Borrower shall have been terminated, all Subsidiary Borrower Obligations in respect of such Subsidiary Borrower shall have been paid in full. In addition, if on any date a Material Adverse Effect;Subsidiary Borrower shall cease to be a Subsidiary, all Subsidiary Borrower Obligations in respect of such Subsidiary Borrower shall automatically become due and payable on such date and no further Loans may be borrowed by such Subsidiary Borrower hereunder.
(e) each If the relevant Borrower is a Subsidiary Borrower, the Administrative Agent shall have received, as promptly as reasonably practicable after the effective date of the representations relevant Subsidiary Borrower Notice and warranties contained Designation and prior to the date of such Loan, a certificate of such Subsidiary Borrower, substantially in Article VI hereof the form of Exhibit H, with appropriate insertions and attachments, satisfactory in form and substance to the Administrative Agent executed by the President, any Vice President, the Treasurer or any other senior officer and the Secretary or any Assistant Secretary (or, in either case, comparable officers) of such Subsidiary Borrower.
(f) If the relevant Borrower is a French Borrower, the Collateral Agent shall have received (i) a solvency certificate in the form of Exhibit P duly executed by a senior officer of such Subsidiary Borrower and (ii) an auditors’certificate relating to such Subsidiary Borrower in the form of Exhibit Q, dating from no more than three months prior to the date of the Credit Event. Each Credit Event shall be true in all material respects as if made deemed to constitute a representation and warranty by the applicable Borrower on and as of the date of such Credit Event, except to the extent that any thereof expressly relate to an earlier date; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be a representation and warranty by Borrowers as of the date of such request as to the satisfaction of the conditions precedent matters specified in subsections paragraphs (c), (d), (eb) and (fc) aboveof this Section 4.02.
Appears in 2 contracts
Samples: Credit Agreement (Crown Cork & Seal Co Inc), Credit Agreement (Crown Cork & Seal Co Inc)
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lenders, the Fronting Lender occasion of any Borrowing is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to the first Credit Event shall have been satisfied prior to or as of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a Letter of Creditsuch Borrowing, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or event other materiality, in which case such representations and warranties shall be true and correct in all respects) as of such date, with the same effect as if made at and as of that date, except to the extent that such representations and warranties related solely to an earlier date (in which case such representations and warranties shall be true and correct in all material respects on and as of such earlier date);
(c) since December 31, 2021 there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) the Borrower shall have delivered the required PoolCompliance Certificate;
(e) each of the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date of such Credit Event, except after giving effect to the extent requested Borrowing, Consolidated Total Unsecured Debt shall not exceed Pool Availabilitythe maximum amount that any thereof expressly relate to an earlier datewould result in pro forma compliance with the covenants set forth in ARTICLE VI, and the Borrower shall remain in pro forma compliance with the financial covenants set forth in ARTICLE VI; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan the Administrative Agent shall have received such other documents, certificates, information or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national legal opinions as the Administrative Agent or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan Administrative Agent or Letter of Credit to be denominated in the relevant Alternate CurrencyRequired Lenders. Each request by Administrative Borrower or any other Borrower for a Credit Event Borrowing shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections paragraphs (ca), (d), (eb) and (fc) aboveof this Section.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of the Issuing Banks to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of such date, with the same effect as if made at and as of that date, except to the extent that such representations and warranties related solely to an earlier date (in which case such representations and warranties shall be true and correct in all material respects on and as of such earlier date);
(c) since December 31, 2020 there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) the Borrower shall have delivered the required Notice of Borrowing and Pool Certificate;
(e) each of the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date of such Credit Event, except after giving effect to the extent that requested Borrowing or issuance, renewal, extension of any thereof expressly relate to an earlier dateLetter of Credit, the Total Revolving Credit Exposure will not exceed the Maximum Revolving Amount and Consolidated Total Unsecured Debt shall not exceed Pool Availability; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan the Administrative Agent shall have received such other documents, certificates, information or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national legal opinions as the Administrative Agent or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting LenderAdministrative Agent or the Required Lenders. Each Borrowing and each issuance, with respect to amendment, renewal or extension of any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections paragraphs (ca), (d), (eb) and (fc) aboveof this Section.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sila Realty Trust, Inc.)
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of the Issuing Banks to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of such date, with the same effect as if made at and as of that date, except to the extent that such representations and warranties related solely to an earlier date (in which case such representations and warranties shall be true and correct in all material respects on and as of such earlier date);
(c) since December 31, 2020 there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) the Borrower shall have delivered the required Notice of Borrowing and PoolCompliance Certificate;
(e) each of the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date of such Credit Event, except after giving effect to the extent that requested Borrowing or issuance, renewal, extension of any thereof expressly relate to an earlier dateLetter of Credit, the Total Revolving Credit Exposure will not exceed the MaximumAggregate Revolving Commitment Amount and Consolidated Total Unsecured Debt shall not exceed Pool Availabilitythe Borrower shall remain in pro forma compliance with the financial covenants set forth in ARTICLE VI; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan the Administrative Agent shall have received such other documents, certificates, information or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national legal opinions as the Administrative Agent or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting LenderAdministrative Agent or the Required Lenders. Each Borrowing and each issuance, with respect to amendment, renewal or extension of any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections paragraphs (ca), (d), (eb) and (fc) aboveof this Section.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sila Realty Trust, Inc.)
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing (including any Borrowings on the Closing Date) and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects);
(c) since the Closing Date, there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) in the case of a Borrowing, the Borrower shall have delivered the required Notice of Borrowing or in the case of an issuance, amendment, renewal or extension of a Letter of Credit, the Borrower shall have delivered any notice and other document required under Section 2.22;
(e) each at the time of and immediately after giving effect to such Borrowing or the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date issuance, amendment, renewal or extension of such Letter of Credit, as applicable, the aggregate Revolving Credit Event, except to Exposures of all Lenders shall not exceed the extent that any thereof expressly relate to an earlier dateAggregate Revolving Commitment Amount; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan the Administrative Agent shall have received such other documents, certificates, and information as the Administrative Agent or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting LenderAdministrative Agent or the Required Lenders. Each Borrowing and each issuance, with respect to amendment, renewal or extension of any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (db), (ec) and (fe) aboveof this Section.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing (including any Borrowings on the Closing Date) and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects);
(c) since the Closing Date, there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) in the case of a Borrowing, the Borrower shall have delivered the required Notice of Borrowing or in the case of an issuance, amendment, renewal or extension of a Letter of Credit, the Borrower shall have delivered any notice and other document required under Section 2.22);
(e) each at the time of and immediately after giving effect to such Borrowing or the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date issuance, amendment, renewal or extension of such Letter of Credit, as applicable, the aggregate Revolving Credit Event, except to Exposures of all Lenders shall not exceed the extent that any thereof expressly relate to an earlier datelesser of (i) the Aggregate Revolving Commitment Amount and (ii) the Borrowing Base Value; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan the Administrative Agent shall have received such other documents, certificates, and information as the Administrative Agent or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting LenderAdministrative Agent or the Required Lenders. Each Borrowing and each issuance, with respect to amendment, renewal or extension of any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (db), (ec) and (fe) aboveof this Section.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of the Lenders, the Fronting Lender and the Swing Line each Lender to participate in make any Credit Event shall be conditionedLoan, in including any Loans on the case of each Credit EventEffective Date, upon the following:
(a) all conditions precedent as listed in Section 4.2 hereof required to be satisfied prior is additionally subject to the first Credit Event shall have been satisfied prior to or as satisfaction of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(d) no condition or event shall have occurred that Agent or the Required Lenders determine has or is reasonably likely to have a Material Adverse Effect;
(e) each of following conditions: the representations and warranties contained of the Borrower set forth in Article VI hereof this Agreement and in the other Loan Documents shall be true and correct in all material respects as if made (other than any representation or warranty already qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) on and as of the date of such Credit EventLoan, except or, as to the extent any such representation or warranty that any thereof expressly relate refers to an earlier a specific date, as of such specific date; and
(f) with respect at the time of and immediately after giving effect to each request by Borrowers for an Alternate Currency Loan such Loan, no Default or for a Letter Event of Credit to be issued in an Alternate Currency, there Default shall not have occurred any change in any national and be continuing or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for result from such Loan or Letter after giving effect thereto; no Borrowing Base Deficiency shall exist at the time of Credit and immediately after giving effect to be denominated such Loan, and (x) solely in connection with the relevant Alternate Currency. Each request by Administrative funding of the initial Loan, the Borrower or any other Borrower for shall have delivered a Credit Event shall be deemed to be a representation and warranty by Borrowers Borrowing Base Certificate as of the date of the funding of such request Loan demonstrating that the Covered Debt Amount (after giving effect to such Loan) shall not exceed the Borrowing Base after giving effect to such Loan as well as any concurrent acquisitions of Portfolio Investments by the Borrower or payment of outstanding Loans or Other Covered Indebtedness; and (y) in connection with the funding of any Loan other than the initial Loan, either (i) the aggregate Covered Debt Amount (after giving effect to such Loan) shall not exceed the Borrowing Base reflected on the Borrowing Base Certificate most recently delivered to the satisfaction Administrative Agent or (ii) the Borrower shall have delivered an updated Borrowing Base Certificate demonstrating that the Covered Debt Amount (after giving effect to such Loan) shall not exceed the Borrowing Base after giving effect to such Loan as well as any concurrent acquisitions of Portfolio Investments by the Borrower or payment of outstanding Loans or Other Covered Indebtedness; after giving effect to such Loan, the Borrower shall be in pro forma compliance with each of the conditions precedent specified covenants set forth in subsections Sections 6.07(a), (cb), (d), (e) and (fe); the Custody Agreement, Document Custody Agreement and Control Agreement shall have been duly executed and delivered by the Borrower, the Collateral Agent, the Custodian and the Document Custodian, as applicable, and all other control arrangements required at the time by Section 5.08(c)(ii) abovewith respect to the Obligors’ other deposit accounts and securities accounts shall have been entered into; the proposed date of such Loan shall take place during the Availability Period; and solely in connection with the funding of the initial Loan, the Administrative Agent shall have received full, correct and complete copies of custody reports (including (i) activity reports with respect to Cash and Cash Equivalents included in the calculation of the Borrowing Base, (ii) an itemized list of each account and the amounts therein with respect to Cash and Cash Equivalents included in the calculation of the Borrowing Base and (iii) an itemized list of each Portfolio Investment held in any Custodian Account owned by the Borrower or any Subsidiary) reflecting all assets being held in any Custodian Account owned by the Borrower or any of its Subsidiaries or otherwise subject to the Custody Agreement or the Document Custody Agreement.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Agreement (Capital Southwest Corp)
Conditions to Each Credit Event. The obligation agreement of each Lender ------------------------------- to make any Loan and of the LendersIssuing Bank to issue, the Fronting Lender and the Swing Line Lender to participate in amend, renew or extend any Letter of Credit Event shall be conditioned, in the case of each (such event being called a "Credit Event, upon ") (excluding ------------- continuations and conversions of Loans) requested to be made by it on any date is subject to the followingsatisfaction of the following conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required to be satisfied prior to the first The Administrative Agent shall have received a notice of such Credit Event as required by Section 2.02, 2.04 or 2.06, as applicable (or such notice shall have been satisfied prior to or as of the first Credit Event;deemed given in accordance with Section 2.04(b)).
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(d) no condition or event shall have occurred that Agent or the Required Lenders determine has or is reasonably likely to have a Material Adverse Effect;
(e) each of the The representations and warranties contained set forth in Article VI III hereof and in the other Loan Documents shall be true in all material respects and correct with the same effect as if then made on and as of the date of such Credit Event, except (unless stated to the extent that any thereof expressly relate to an earlier date; and, in which case such representations and warranties shall be true and correct as of such earlier date).
(fc) At the time of and immediately after such Credit Event, no Default shall have occurred and be continuing.
(d) If the relevant Borrower is a Subsidiary Borrower, CCSC shall have delivered to the Administrative Agent (i) a Subsidiary Borrower Notice and Designation for such Subsidiary Borrower, countersigned by such Subsidiary Borrower and (ii) if such Subsidiary Borrower Notice and Designation is delivered after the Effective Date, notice of the name of such Subsidiary Borrower and the jurisdiction in which it is domiciled, which notice shall be delivered at least five Business Days prior to the date of the first Borrowing by such Subsidiary Borrower (and shall be distributed by the Administrative Agent to the Lenders promptly upon receipt). CCSC may from time to time deliver a subsequent Subsidiary Borrower Notice and Designation with respect to each request such Subsidiary Borrower, countersigned by Borrowers such Subsidiary Borrower, for an Alternate Currency Loan or for a Letter the purpose of terminating such Subsidiary Borrower's designation as such, as long as on the effective date of such termination, all Letters of Credit to be issued for the account of such Subsidiary Borrower shall have been terminated, all Subsidiary Borrower Obligations in an Alternate Currencyrespect of such Subsidiary Borrower shall have been paid in full. In addition, there if on any date a Subsidiary Borrower shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed cease to be a representation and warranty by Borrowers as of the date Subsidiary, all Subsidiary Borrower Obligations in respect of such request as to the satisfaction of the conditions precedent specified in subsections (c), (d), (e) Subsidiary Borrower shall automatically become due and (f) abovepayable on such date and no further Loans may be borrowed by such Subsidiary Borrower hereunder.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition or event shall have occurred that Agent at the time of and immediately after giving effect to such Borrowing or the Required Lenders determine has issuance, amendment, renewal or is reasonably likely to have a Material Adverse Effect;
(e) each extension of the such Letter of Credit, as applicable, all representations and warranties contained of each Loan Party set forth in Article VI hereof the Loan Documents shall be true and correct in all material respects as if made (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects);
(c) the Borrower shall have delivered the required Notice of Borrowing; and
(d) in the case of any Borrowing of a Delayed Draw Term Loan,
(i) after giving effect to such Borrowing and any other transactions to be entered into in connection therewith (on a Pro Forma Basis), the Borrower and its Restricted Subsidiaries have a Total Net Leverage Ratio of not more than 4.25:1.00, measuring clause (a) of the Total Net Leverage Ratio as of the date of such Credit EventBorrowing and otherwise re-computing such covenants as of the last day of the most recently ended Fiscal Quarter for which financial statements shall have been delivered pursuant to Section 5.1(a) or 5.1(b) (or, except if the Borrower shall have provided the Administrative Agent with monthly financial statements for the Borrower and its Restricted Subsidiaries, re-computing such covenants as of the last day of the most recently ended twelve month period) as if such Borrowing and any other transactions to be entered into in connection therewith had occurred on the first day of the relevant period for testing compliance, and the Borrower shall have delivered to the extent that any thereof expressly relate Administrative Agent a pro forma Compliance Certificate signed by a Responsible Officer of the Borrower certifying to the foregoing;
(ii) such Borrowing shall have been requested to be funded during the applicable Delayed Draw Availability Period;
(iii) such Borrowing shall be in an earlier dateamount not less than $5,000,000;
(iv) not more than six (6) Delayed Draw Term Loans shall have been requested following the First Amendment Effective Date; and
(fv) with respect to each request the Administrative Agent shall have received payment of all fees, expenses and other amounts required by Borrowers for an Alternate Currency the terms of any Loan or for a Letter of Credit Document to be issued paid on the date of the funding of any Delayed Draw Term Loan, including reimbursement or payment of all reasonable, documented and invoiced out-of-pocket expenses (including reasonable fees, charges and disbursements of counsel, subject to Section 10.3(a)) required to be reimbursed or paid by any Loan Party under any Loan Document on the date of the funding of any Delayed Draw Term Loan. Each Borrowing of a Loan (other than any Loan made pursuant to Section 2.23, which shall be governed by the joinder agreement and other agreements executed in an Alternate Currencyconnection therewith) and each issuance, there shall not have occurred any change in any national amendment, renewal or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion extension of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (d)b) and, if applicable, (ed) and (f) aboveof this Section.
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Samples: Revolving Credit and Term Loan Agreement (Repay Holdings Corp)
Conditions to Each Credit Event. The obligation of On the Lenders, the Fronting Lender and the Swing Line Lender to participate in any Credit Event shall be conditioned, in the case date of each Credit Event (including the initial Credit Event), both immediately before and immediately after giving effect thereto and to the application of the proceeds therefrom, the following statements shall be true to the satisfaction of Agent (and each request for a Credit Event, upon shall constitute a representation and warranty by Borrower that on the following:date of such Credit Event, immediately before and immediately after giving effect thereto and to the application of the proceeds therefrom, such statements are true):
(a) all conditions precedent as listed in Section 4.2 hereof required to be satisfied prior to the first Credit Event shall have been satisfied prior to or as of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(d) no condition or event shall have occurred that Agent or the Required Lenders determine has or is reasonably likely to have a Material Adverse Effect;
(e) each of the The representations and warranties contained in Article VI hereof shall be this Credit Agreement and in each other Credit Document are true and correct in all material respects as if made on and as of the date of such Credit EventEvent as though made on and as of such date, except to the extent that any thereof such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date);
(b) No event has occurred and is continuing, or could reasonably be expected to result from such Credit Event or the application of the proceeds thereof, which would constitute a Default or an Event of Default;
(c) In the case of the making of any Revolving A Loan, the aggregate then outstanding principal amount of the Revolving B Loans shall be equal to the aggregate Revolving B Commitments then in effect;
(d) In the case of the making of any Revolving B Loan (other than the initial Revolving B Loan), Agent shall have received evidence satisfactory to Agent in its sole discretion that the payment of any tax on Mortgages levied pursuant to Article 11 of the New York Tax Law (the "MORTGAGE TAX") has been made to the appropriate Governmental Authority in the State of New York prior to or concurrently with the making of such Revolving B Loan; PROVIDED, that Agent may, in its sole discretion, withhold (or reserve against availability) the applicable amount of Mortgage Tax from the proceeds of such Revolving B Loan and/or use such proceeds to pay such Mortgage Tax directly to such Governmental Authority. Borrower shall be responsible for computing or otherwise determining the amount of any such taxes and agrees that Agent shall be entitled to rely and act on any assessment, tax xxxx or other evidence of tax liability received by it for purposes of this Paragraph 5.2(d) and shall be indemnified by Borrower with respect to any such actions or failure to act; and
(fe) with respect to each request by Borrowers for an Alternate Currency Loan or for a Letter In the case of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion issuance of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit Credit, none of the events set forth in the proviso to be issued in an Alternate Currencythe first sentence of SECTION 3.1(b) has occurred and is continuing or would make it impracticable for result from the issuance of such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be a representation and warranty by Borrowers as of the date of such request as to the satisfaction of the conditions precedent specified in subsections (c), (d), (e) and (f) aboveCredit.
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Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.28(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality qualifier, in which case such representations and warranties shall be true and correct in all respects) (except to the extent that such representations and warranties relate to an earlier date in which case such representations and warranties that expressly relate to an earlier date are true and correct, in the case of such representations and warranties qualified by a Material Adverse Effect or other materiality qualifier, in all respects, and otherwise in all material respects, as of such earlier date);
(c) since March 26, 2017, there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) the Borrower shall have delivered the required Notice of Revolving Borrowing;
(e) each after giving effect to any Borrowing or the issuance of the representations and warranties contained in Article VI hereof any Letter of Credit, Availability shall not be true in all material respects as if made on and as of the date of such Credit Event, except to the extent that any thereof expressly relate to an earlier dateless than zero; and
(f) with respect the Administrative Agent shall have received such other documents, certificates, information or legal opinions as the Administrative Agent may reasonably request, all in form and substance reasonably satisfactory to the Administrative Agent. Each Borrowing and each request by Borrowers for an Alternate Currency Loan issuance, amendment, renewal or for a Letter extension of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (d), (eb) and (fc) aboveof this Section.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.28(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality qualifier, in which case such representations and warranties shall be true and correct in all respects) (except to the extent that such representations and warranties relate to an earlier date in which case such representations and warranties that expressly relate to an earlier date are true and correct, in the case of such representations and warranties qualified by a Material Adverse Effect or other materiality qualifier, in all respects, and otherwise in all material respects, as of such earlier date);
(c) since March 27, 2016, there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) the Borrower shall have delivered the required Notice of Revolving Borrowing;
(e) each after giving effect to any Borrowing or the issuance of the representations and warranties contained in Article VI hereof any Letter of Credit, Availability shall not be true in all material respects as if made on and as of the date of such Credit Event, except to the extent that any thereof expressly relate to an earlier dateless than zero; and
(f) with respect the Administrative Agent shall have received such other documents, certificates, information or legal opinions as the Administrative Agent may reasonably request, all in form and substance reasonably satisfactory to the Administrative Agent. Each Borrowing and each request by Borrowers for an Alternate Currency Loan issuance, amendment, renewal or for a Letter extension of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (d), (eb) and (fc) aboveof this Section.
Appears in 1 contract
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing and of each Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition or event shall have occurred that Agent at the time of and immediately after giving effect to such Borrowing or the Required Lenders determine has issuance, amendment, renewal or is reasonably likely to have a Material Adverse Effect;
(e) each extension of the such Letter of Credit, as applicable, all representations and warranties contained of each Loan Party set forth in Article VI hereof the Loan Documents shall be true and correct in all material respects, unless such representation or warranty expressly relates to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as if made on and as of the date of such Credit Eventearlier date (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, except to in which case such representations and warranties shall be true and correct in all respects);
(c) the extent that any thereof expressly relate to an earlier dateBorrower shall have delivered the required Notice of Borrowing; and
(fd) with respect to each request by Borrowers if, on a pro forma basis after giving effect thereto (with, for an Alternate Currency Loan or the avoidance of doubt, Consolidated EBITDA for a Letter of Credit to be issued in an Alternate Currencysuch purposes being the Consolidated EBITDA for the most recently ended Test Period), there the Total Leverage Ratio exceeds 2.75:1.00, the Revolver Availability (after giving effect thereto) shall not have occurred any change in any national be less than $50,000,000. Each Borrowing and each issuance, amendment, renewal or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the reasonable opinion extension of Agent and the Required Lenders (and the Fronting Lender, with respect to any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (d)b) and, if applicable, (ed) of this Section. Notwithstanding the foregoing, the incurrence of Incremental Commitments and the initial borrowing of Incremental Term Loans (fbut not Revolving Loans) abovethereunder shall be subject solely to the conditions set forth in Section 2.23.
Appears in 1 contract
Samples: Credit Agreement (PACS Group, Inc.)
Conditions to Each Credit Event. The obligation of each Lender to make a Loan on the Lendersoccasion of any Borrowing (including any Borrowings on the Closing Date) and of the Issuing Bank to issue, the Fronting Lender amend, renew or extend any Letter of Credit is subject to Section 2.26(c) and the Swing Line Lender to participate in any Credit Event shall be conditioned, in satisfaction of the case of each Credit Event, upon the followingfollowing conditions:
(a) all conditions precedent as listed in Section 4.2 hereof required at the time of and immediately after giving effect to be satisfied prior to such Borrowing or the first Credit Event shall have been satisfied prior to issuance, amendment, renewal or as extension of the first Credit Event;
(b) Administrative Borrower shall have submitted a Notice of Loan (or with respect to a such Letter of Credit, complied with the provisions of Section 2.2(b)(ii) hereof) and otherwise complied with Section 2.5 hereof;
(c) as applicable, no Default or Event of Default shall then exist or immediately after such Credit Event would exist;
(db) no condition at the time of and immediately after giving effect to such Borrowing or event the issuance, amendment, renewal or extension of such Letter of Credit, as applicable, all representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects);
(c) since the Closing Date, there shall have occurred that Agent been no change which has had or the Required Lenders determine has or is could reasonably likely be expected to have a Material Adverse Effect;
(d) in the case of a Borrowing, the Borrower shall have delivered the required Notice of Borrowing or in the case of an issuance, amendment, renewal or extension of a Letter of Credit, the Borrower shall have delivered any notice and other document required under Section 2.22;
(e) each at the time of and immediately after giving effect to such Borrowing or the representations and warranties contained in Article VI hereof shall be true in all material respects as if made on and as of the date issuance, amendment, renewal or extension of such Letter of Credit, as applicable, the aggregate Revolving Credit Event, except to Exposures of all Lenders shall not exceed the extent that any thereof expressly relate to an earlier dateAggregate Revolving Commitment Amount; and
(f) with respect to each request by Borrowers for an Alternate Currency Loan or for a Letter of Credit to be issued in an Alternate Currency, there shall not have occurred any change in any national or international financial, political or economic conditions or currency exchange rates or exchange controls that, in the case of the making of any Term Loans pursuant to Section 2.27(b) or Section 2.28(b), the Borrower and its Subsidiaries shall be in pro forma compliance with each of the Financial Covenants as of the most recently ended Fiscal Quarter for which financial statements are required to have been delivered, calculated as if all such Term Loans had been fully funded as of the first day of the relevant period for testing compliance, as evidenced by the delivery of a duly completed and executed Compliance Certificate setting forth in reasonable opinion of detail such calculations;
(g) the Administrative Agent shall have received such other documents, certificates, and information as the Administrative Agent or the Required Lenders (may reasonably request, all in form and substance reasonably satisfactory to the Fronting LenderAdministrative Agent or the Required Lenders. Each Borrowing and each issuance, with respect to amendment, renewal or extension of any Letter of Credit to be issued in an Alternate Currency) would make it impracticable for such Loan or Letter of Credit to be denominated in the relevant Alternate Currency. Each request by Administrative Borrower or any other Borrower for a Credit Event shall be deemed to be constitute a representation and warranty by Borrowers as of the Borrower on the date of such request thereof as to the satisfaction of the conditions precedent matters specified in subsections (ca), (db), (ec) and (fe) aboveof this Section.
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