Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions: (a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a); (b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit; (c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and (d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
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Samples: Credit Agreement (Radiologix Inc)
Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and;
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date; and
(e) the fact that, immediately after such borrowing and after the application of the proceeds thereof or after such issuance, AAR's "Debt" (as defined in the Indenture), other than secured "Debt" referenced in Section 1007 of the Indenture is less than the limitations (15% of Consolidated Net Tangible Assets) contained in Section 1011 of the Indenture (or any equivalent section of any replacement for the Indenture) by $3,000,000 or more. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
Appears in 1 contract
Samples: Credit Agreement (Aar Corp)
Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, and in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a2.5(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower Borrowers on the date of such borrowing or notice as to the facts specified in Sections 8.2(b7.2(b), 8.2(c7.2(c) and 8.2(d7.2(d).
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Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan BorrowingBorrowing or the borrowing of Term Loan B, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a)as set forth hereinabove;
(b) the fact that, immediately after each such borrowing Revolving Loan Borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by each Borrower on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
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Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(bsubsection 2.1(b) and, and in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section subsection 2.4(a);
(b) the fact that, immediately after such borrowing Borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing Borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; andcontinuing and Borrower shall not have defaulted in any of its agreements or covenants made in subsections 4.1(a), (b), (c), (g)(iii), (l) or (m);
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing Borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date; and
(e) to the extent no Borrowing Base Certificate was received for the last day of the immediately preceding fiscal quarter due to the fact the amount of Loan Outstandings was equal to zero ($0) at such time, receipt by Agent of a duly executed Borrowing Base Certificate as of that date. Each borrowingBorrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower on the date of such borrowing or notice as to the facts specified in Sections 8.2(bsubsections 7.2(b), 8.2(c7.2(c) and 8.2(d7.2(d).
Appears in 1 contract
Samples: Credit Agreement (Equinox Group Inc)
Conditions to Each Loan and Support Agreement. The Except as set forth in the final two paragraphs of Section 2.1(c) and Section 2.1(c)(iii)(D)(3) and (4), the obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a2.5(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty (i) relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier datedate and (ii) is qualified by materiality or has Material Adverse Effect qualifiers, in which case, such representations and warranties shall be true and correct in all respects on and as of the date of such borrowing or issuance. Each Except as set forth in the final two paragraphs of Section 2.1(c) and Section 2.1(c)(iii)(D)(3) and (4), each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower each Credit Party on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
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Conditions to Each Loan and Support Agreement. The Except as set forth in the final paragraph of Section 2.1(c), the obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a2.5(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty (i) relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier datedate and (ii) is qualified by materiality or has Material Adverse Effect qualifiers, in which case, such representations and warranties shall be true and correct in all respects on and as of the date of such borrowing or issuance. Each Except as set forth in the final paragraph of Section 2.1(c), each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower each Credit Party on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
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Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of other than Revolving Loans made pursuant to LIBOR Loans or the continuation of LIBOR Loans for successive Interest PeriodsSection 2.5(c)) or of Administrative Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Administrative Agent of a Notice of Borrowing (or telephonic notice as permitted by Section 2.2(b)(ii)) in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Administrative Agent of a Notice of LC Credit Event in accordance with Section 2.4(a2.5(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit;
(c) the fact that, after giving effect to such borrowing, Borrower shall be in pro forma compliance with all financial covenants set forth in Article 6 for the four quarter period ending on the last day of the month for which financial statements were most recently delivered to Administrative Agent pursuant to Section 4.1(a) prior to such borrowing (after giving effect to such borrowing as if it occurred on the first day of such period);
(d) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(de) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true true, correct and correct complete in all material respects (or, in the case of any representation or warranty that is, by its terms qualified by materiality, in all respects) on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier date. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be (y) a representation and warranty by Borrower on the date of such borrowing or notice as to the facts specified in Sections 8.2(b7.2(b), 8.2(c7.2(c) and 8.2(d7.2(d) and (z) a restatement by Borrower that each and every one of the representations made by it in any of the Financing Documents is true and correct in all material respects (or, in the case of any representation or warranty that is, by its terms qualified by materiality, in all respects) on and as of such date (except to the extent that such representations and warranties expressly relate solely to an earlier date).
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Pernix Therapeutics Holdings, Inc.)
Conditions to Each Loan and Support Agreement. The obligation of the Lenders to make a Loan (excluding the conversion of Loans to LIBOR Loans or the continuation of LIBOR Loans for successive Interest Periods) or of Agent to issue any Support Agreement (including on the Closing Date) is subject to the satisfaction of the following additional conditions:
(a) in the case of a Revolving Loan Borrowing, receipt by Agent of a Notice of Borrowing in accordance with Section 2.2(b) and, in the case of any Support Agreement, receipt by Agent of a Notice of LC Credit Event in accordance with Section 2.4(a2.5(a);
(b) the fact that, immediately after such borrowing and after application of the proceeds thereof or after such issuance, the Revolving Loan Outstandings Loans Outstanding will not exceed the Revolving Loan LimitLimit then in effect;
(c) the fact that, immediately before and after such borrowing or issuance, no Default or Event of Default shall have occurred and be continuing; and
(d) the fact that the representations and warranties of each Credit Party contained in the Financing Documents shall be true and correct in all material respects on and as of the date of such borrowing or issuance, except to the extent that any such representation or warranty relates to a specific date in which case such representation or warranty shall be true and correct in all material respects as of such earlier datedate except to the extent such representation and warranties are rendered untrue or incorrect by the existence of facts or circumstances not prohibited by the terms of this Agreement to occur and the existence of which do not constitute or result in an Event of Default. Each borrowing, each giving of a Notice of LC Credit Event hereunder and each giving of a Notice of Borrowing hereunder shall be deemed to be a representation and warranty by Borrower Borrowers on the date of such borrowing or notice as to the facts specified in Sections 8.2(b), 8.2(c) and 8.2(d).
Appears in 1 contract
Samples: Credit Agreement (Ahl Services Inc)