Conditions to Each Disbursement. At no time and in no event shall Lender be obligated to disburse funds:
(a) In excess of the amount recommended by the Lender's Inspecting Architect;
(b) If any Event of Default shall have occurred;
(c) If Lender in its reasonable discretion is not satisfied that the construction of the Improvements will be completed on or before the date specified herein;
(d) If the Loan is not “in balance” as provided in Section 7.3 following; or
(e) If the Property shall have been damaged by fire or other casualty and Lender shall not have received insurance proceeds sufficient in the sole judgment of Lender to effect the restoration of the Improvements in accordance with Plans and Specifications and to permit the completion of the Improvements on or before the Completion Date set forth herein.
Conditions to Each Disbursement. In each Transaction, the obligation of the Lender to make each Disbursement under the Credit (including any Disbursement in connection with the first Utilization of such Credit) shall be subject to the delivery to the Lender of the appropriate documents indicated below and to the fulfillment, in a manner satisfactory to the Lender, of the conditions set forth below:
Conditions to Each Disbursement. The obligation of Lender to make any disbursement of the Loan is subject to the satisfaction, in the discretion of Lender and of the Standby Purchaser, prior to or at the date for such disbursement, of the following conditions, subject to Section 2.2:
(a) The delivery by Borrower of a borrowing request in the form of Exhibit A not less than five (5) Business Days prior to the date of the requested disbursement;
(b) all of the representations and warranties made by Borrower and/or the Guarantors shall be true and correct as and when made and as of the date of the requested disbursement, provided, however, any inaccuracy of such representations and warranties may be cured by Borrower and/or the Guarantors prior to such disbursement;
(c) no Default or Event of Default shall have occurred or be in existence, and no Default or Event of Default would reasonably be expected to occur as the result of the making of such Disbursement;
(d) Borrower and the Guarantors, on a consolidated basis, shall be in compliance with the financial covenants described in Section 5.19, and shall remain in compliance with such covenants, on a pro-forma basis after taking into account the making of the requested disbursement;
(e) receipt by the Lender of a closing certificate dated as of the date of such disbursement executed by an officer of Borrower certifying that all of the conditions set forth in Section 3.1 (if applicable) and this Section 3.2 have been satisfied; and
(f) no event or circumstance shall have occurred or be in existence that has or could have a Material Adverse Effect.
Conditions to Each Disbursement. At no time shall Administrative Agent or Lenders be obligated to disburse funds:
(a) In excess of the amount recommended by the Inspecting Architect; provided that the Inspecting Architect may not disapprove of any Advance Request so long as the work completed which is the subject of the Advance Request is in substantial accordance with the Plans and Specifications and the Loan Documents, applicable Requirements, and the Project Budget, and the Loan remains “in balance” on a line item basis (subject to Borrower’s right to reallocate amounts as provided in Section 4.3(a) above) and on an aggregate basis;
(b) If any Event of Default shall have occurred and is continuing on the date of any such Advance Request or the date of requested disbursement;
(c) If Administrative Agent, in its reasonable discretion, and after the review of and discussion with the Inspecting Architect and Borrower, determines in good faith that the Improvements cannot feasibly be constructed in substantial accordance with the Loan Documents on or before the Completion Date (subject to extension for Force Majeure Events as provided herein); or
(d) If the aggregate Loans are not “in balance” as provided in Section 6.6 below; or
(e) If the Property is damaged by fire or other casualty and Administrative Agent shall not have received insurance proceeds and any other funds from Borrower sufficient in the reasonable judgment of Administrative Agent to effect the restoration of the Improvements in substantial accordance with Plans and Specifications and to permit the completion of the Improvements in accordance with the Loan Documents.
Conditions to Each Disbursement. Before Bank becomes obligated to make any disbursement of funds or to extend any credit or make any financial accommodation under this Agreement, the following conditions shall have been satisfied at Borrower’s sole cost and expense in a manner acceptable to Bank in its sole and absolute discretion. No waiver of any condition is effective unless expressly made in writing by Bank.
Conditions to Each Disbursement. At no time and in no event shall Bank be obligated to disburse proceeds of the Term Loan Tranche:
(a) if any of the representations and warranties made by any Borrower contained in this Addendum, elsewhere in this Agreement or in any other Loan Document shall no longer be true in all material respects or, with respect to any such representations or warranties which may be limited to the knowledge of such Borrower or any of their representatives, would no longer be true in all material respects if all relevant facts and circumstances were known to such Borrower and such representatives;
(b) if any Borrower shall have breached any covenant or other provision to be performed by such Borrower in this Agreement or in any other Loan Document; 017104 000349 15171164.4
(c) if any condition specified for an Advance elsewhere in this Addendum or the rest of this Agreement has not been satisfied, even if Bank shall have elected to waive such condition for the first or any prior disbursement of Loan proceeds;
(d) if any Default or Event of Default shall have occurred; or
Conditions to Each Disbursement. The obligation of the Lenders to make each Disbursement shall be subject to the fulfillment of the following conditions:
(a) The Lenders shall have received executed counterparts of the Financing Documents from the Borrower, a certificate as to Organizational Documents, resolutions, incumbency and an opinion of its counsel reasonably acceptable to the Lenders;
(b) All actions required to be taken by the Borrower pursuant to Section 2.10 shall have been taken;
(c) No Default or Event of Default has occurred or would result from the Disbursement; and
(d) The Borrower does not possess publicly undisclosed material adverse information with respect to the Borrower.
Conditions to Each Disbursement. The following are conditions precedent to each disbursement of an Advance or the Term Loan:
Conditions to Each Disbursement. As conditions precedent to each Disbursement (including the initial Disbursement) hereunder, each of the following conditions shall be satisfied as of the date of each Disbursement:
(a) Neither an Event of Default nor an event which, with the giving of notice or the lapse of time or both, would constitute an Event of Default shall exist as of the date of each Disbursement; .
(b) All representations and warranties made by the Borrower in or in connection with this Agreement shall remain true and accurate in all material respects on and as of the date of each Disbursement; and
(c) All of the documents, authorizations and actions, referred to in Section 9.1 above, are in full force and effect as of the date of each Disbursement or, if any change has occurred, the Lender has received supplementary evidence and signature with respect thereto.
Conditions to Each Disbursement. As conditions precedent to each Disbursement including the initial Disbursement, each of the following conditions shall be satisfied as of the date of each Disbursement:
