Common use of Conditions to Effectiveness and Advances Clause in Contracts

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent.; (c) Each CP Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency; and (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Datehereunder, nor shall any Lender, the Custodian or the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfiedsatisfied on the Closing Date, in the sole discretion of, or waived in writing by, the Managing AgentsAdministrative Agent: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing the Administrative Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective DateClosing Date (including the documents listed on Schedule I hereto), each in form and substance reasonably satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Closing Date, including all fees required hereunder and under the Fee Letters Letter to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all reasonable fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the reasonable legal and other document preparation costs incurred by any Lender and/or the Administrative Agent.; (c) After giving effect to the making of Advances on the Closing Date and the payment of all fees and expenses in connection with this Agreement and the other Transaction Documents and the other transactions to occur on the Closing Date, Availability on the Closing Date shall equal at least $2,900,000; and (d) The Required Equity recapitalization of GSC Investment shall be maintainedhave occurred pursuant to which the Specified Holders shall have made a cash equity investment in GSC Investment in an amount equal to at least $15,000,000. The Administrative Agent shall promptly notify the Borrower and each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make its Pro Rata Share of any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions (including, but not limited to, the Borrower’s Counsel Non-Consolidation Opinion, Borrower’s Counsel True Sale Opinion, and opinions regarding corporate and enforceability and perfection matters) as any Managing the Administrative Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance reasonably satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvalsapprovals (which shall be conclusively evidenced by the execution of this Agreement by the Managing Agent). (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, reasonable and documented out-of-pocket costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the reasonable and documented legal and other document preparation costs incurred by any Lender and/or the Administrative Agent’s outside counsel. (d) The Administrative Agent shall have received for ratable payment to the Managing Agents, all Upfront Fees due and payable under the Fee Letters. (e) The Administrative Agent shall have received complete electronic copies of all Required Equity Investment Loan Documents for each Existing Loan. (f) The Administrative Agent shall be maintainedhave received the documents listed in Schedule II to the Agreement on or before the Effective Date. (g) There shall have been no Material Adverse Change with respect to the Originator, the Borrower or the Servicer since December 31, 2022. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (c) Each CP Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency. (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Datehereunder, nor shall any Lender, the Custodian or the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfiedsatisfied on the Closing Date, in the sole discretion of, or waived in writing by, the Managing AgentsAdministrative Agent: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing the Administrative Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective DateClosing Date (including the documents listed on Schedule I hereto), each in form and substance reasonably satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Closing Date, including all fees required hereunder and under the Fee Letters Letter to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all reasonable fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the reasonable legal and other document preparation costs incurred by any Lender and/or the Administrative Agent.; (c) After giving effect to the making of Advances on the Closing Date and the payment of all fees and expenses in connection with this Agreement and the other Transaction Documents and the other transactions to occur on the Closing Date, Availability on the Closing Date shall equal at least $2,900,000; and (d) The Required Equity recapitalization of Saratoga Investment shall be maintainedhave occurred pursuant to which the Specified Holders shall have made a cash equity investment in Saratoga Investment in an amount equal to at least $15,000,000. The Administrative Agent shall promptly notify the Borrower and each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (d) Each CP Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency. (e) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Closing Date, nor shall any Lender, the Trustee, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Closing Date, each in form and substance satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Closing Date, including all fees required hereunder and under the Fee Letters Letter to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent.; (c) Each CP Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency; (d) The Required Equity Investment shall be maintained; and (e) The initial public offering of GSC Investment shall have occurred. The Administrative Agent shall promptly notify the Borrower and each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (d) Each CP Lender whose commercial paper is being rated by one or more Rating Agencies shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency. (e) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Date, each in form and substance satisfactory to the Administrative Agent. (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent. (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Closing Date, nor shall any Lender, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents and each Liquidity Agreement or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Closing Date, each in form and substance satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Closing Date, including all fees required hereunder and under the Fee Letters Letter to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction DocumentsDocuments and each Liquidity Agreement, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent.; (c) Each CP Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such CP Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency; and (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender of the satisfaction or waiver of the conditions set forth above.

Conditions to Effectiveness and Advances. No Lender (including the Swingline Lender) shall be obligated to make any Advance hereunder from and after the Effective Closing Date, nor shall any Lender, the Collateral Custodian, the Administrative Agent or the Managing Agents be obligated to take, fulfill or perform any other action hereunder, until the following conditions have been satisfied, in the sole discretion of, or waived in writing by, the Managing Agents: (a) This Agreement and all other Transaction Documents or counterparts hereof or thereof shall have been duly executed by, and delivered to, the parties hereto and thereto and the Administrative Agent shall have received such other documents, instruments, agreements and legal opinions as any Managing Agent shall reasonably request in connection with the transactions contemplated by this Agreement, on or prior to the Effective Closing Date, each in form and substance satisfactory to the Administrative Agent.; (b) Each Managing Agent shall be satisfied with the results of the due diligence review performed by it and each Lender shall have received all necessary internal approvals. (c) The Borrower shall have paid all fees required to be paid by it on the Effective Closing Date, including all fees required hereunder and under the Fee Letters to be paid as of such date, and shall have reimbursed each Lender and the Administrative Agent for all fees, costs and expenses related to the transactions contemplated hereunder and under the other Transaction Documents, including the legal and other document preparation costs incurred by any Lender and/or the Administrative Agent; and (c) Each Lender whose commercial paper is being rated by one or more Rating Agency shall have received, to the extent required under the terms of such Lender’s program documents, the written confirmation of each such Rating Agency that the execution and delivery of this Agreement will not result in a withdrawal or downgrading of the then-current rating of such commercial paper by such Rating Agency. (d) The Required Equity Investment shall be maintained. The Administrative Agent shall promptly notify each Lender have received from the Collateral Custodian a custodial receipt in form of Exhibit G hereto in respect of the satisfaction or waiver of Collateral Debt Obligation File delivered to the conditions set forth aboveCollateral Custodian pursuant to Section 5.5. (e) The Borrower shall have certified to the Administrative Agent that the Borrower has deposited into the Collection Account all Collections received on the Collateral Debt Obligations since their respective Cut-Off Dates.