Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Maturity Date pursuant to this Section 2.23 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless: (i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto; (ii) the representations and warranties of the Loan Parties set forth in this Agreement shall be true and correct in all material respects (provided that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and (iii) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Officer of the Parent Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 3 contracts
Samples: Credit Agreement (Atmus Filtration Technologies Inc.), Credit Agreement (Atmus Filtration Technologies Inc.), Credit Agreement (Cummins Inc)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Maturity Date pursuant to this Section 2.23 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties set forth in this Agreement shall be true and correct in all material respects (provided that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Officer of the Parent Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Closing Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Closing Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 3 contracts
Samples: Credit Agreement (Phinia Inc.), Credit Agreement (Phinia Inc.), Credit Agreement (Phinia Inc.)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Initial Maturity Date shall be permitted hereunder and (y) any extension of any Maturity Date pursuant to this Section 2.23 2.5 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Credit Agreement shall be are true and correct in all material respects (provided that any or in all respects if such representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respectsEffect) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date);
(iii) Extending Lenders holding Commitments representing at least 50% of the Revolving Committed Amount agree to such request for extension of the Maturity Date; and
(iiiiv) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Officer of the Parent Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying ), and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof)extension.
Appears in 2 contracts
Samples: Credit Agreement (Public Service Co of New Mexico), Credit Agreement (Public Service Co of New Mexico)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Maturity Date pursuant to this Section 2.23 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Lead Borrower set forth in this Agreement shall be true and correct in all material respects (provided that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Lead Borrower signed by a Financial Officer of the Parent Lead Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Lead Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Lead Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 2 contracts
Samples: Credit Agreement (ESAB Corp), Credit Agreement (ESAB Corp)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Initial Maturity Date shall be permitted hereunder and (y) any extension of any Maturity Date pursuant to this Section 2.23 2.8 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Credit Agreement shall be are true and correct in all material respects (provided that any or in all respects if such representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respectsEffect) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date);
(iii) Extending Lenders holding Commitments representing at least 50% of the Revolving Committed Amount agree to such request for extension of the Maturity Date; and
(iiiiv) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Officer of the Parent Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying ), and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof)extension.
Appears in 2 contracts
Samples: Credit Agreement (Public Service Co of New Mexico), Credit Agreement (Texas New Mexico Power Co)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Maturity Date shall be permitted hereunder and (y) any extension of any Maturity Date pursuant to this Section 2.23 2.22 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Agreement shall be true and correct in all material respects (provided that or in all respects in the case of any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respectsEffect) on and as of the applicable Extension Date and immediately after giving effect thereto, thereto as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (or, if in which case such representations and warranties shall be true and correct in all material respects (or in all respects in the case of any such representation or warranty is expressly stated to have been made as of a specific date, qualified by materiality or Material Adverse Effect) as of such specific earlier date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Responsible Officer of the Parent Borrower Borrower, delivered on behalf of the Borrower, (A) certifying the accuracy of the foregoing clauses clause (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco each Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower Borrowers that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 2 contracts
Samples: Credit Agreement (Sprouts Farmers Market, Inc.), Credit Agreement (Sprouts Farmers Market, Inc.)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Maturity Date shall be permitted hereunder and (y) any extension of any Maturity Date pursuant to this Section 2.23 2.21 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;; and
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Agreement shall be (excluding the representations and warranties set forth in Sections 3.04(b) and 3.06(a)) are true and correct in all material respects (provided that or, in the case of any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct Effect, in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower Company signed by a Financial Responsible Officer of the Parent Borrower Company, delivered on behalf of the Company, (A) certifying the accuracy of the foregoing clauses clause (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 1 contract
Samples: Credit Agreement (Illumina, Inc.)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Revolving Credit Maturity Date pursuant to this Section 2.23 2.25 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties set forth in this Agreement the Loan Documents shall be true and correct in all material respects (provided that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) with the same effect as though made on and as of the applicable Extension Date (it being understood and immediately after giving effect thereto, as though made on and as of such date (or, if agreed that any such representation or warranty which by its terms is expressly stated to have been made as of a specific date, specified date shall be required to be true and correct in all material respects only as of such specific specified date, and that any representation or warranty which is subject to any materiality qualifier shall be required to be true and correct in all respects); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower Company signed by a Financial Officer of the Parent Borrower Company, delivered on behalf of the Company, (A) certifying the accuracy of the foregoing clauses clause (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco each Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Second Amendment Effective Date approve such matters, a certification from the Parent Borrower and Borrowers (or the Opco Borrower Company on behalf of the Borrowers) that the resolutions delivered on the Second Amendment Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 1 contract
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Maturity Date pursuant to this Section 2.23 2.21 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;; and
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Agreement shall be (excluding the representations and warranties set forth in Sections 3.04(b) and 3.06(a)) are true and correct in all material respects (provided that or, in the case of any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct Effect, in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower Company signed by a Financial Responsible Officer of the Parent Borrower Company, delivered on behalf of the Company, (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 1 contract
Samples: Credit Agreement (Illumina, Inc.)
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Commitment Termination Date shall be permitted hereunderpursuant to this Section 2.14 and (y) any extension of any Maturity Commitment Termination Date pursuant to this Section 2.23 2.14 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Borrower set forth in Article 4 of this Agreement shall be are true and correct in all material respects (provided that any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made except to the extent such representations and warranties relate to any earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific earlier date, as of such specific date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Officer of the Parent Borrower (A) certifying the accuracy of the foregoing clauses (i) and (ii) and ), (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco Borrower approving or consenting to such extension and (C) attaching a copy of an order or approval issued by the PUC, certified to be true and complete, which is final and not subject to review or appeal, that approves the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof)extension.
Appears in 1 contract
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, (x) no more than two (2) extensions of the Maturity Date applicable to each Class shall be permitted hereunder and (y) any extension of any Maturity Date pursuant to this Section 2.23 2.21 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Company set forth in this Agreement shall be are true and correct in all material respects (provided that any or in all respects if the applicable representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respectsor materiality) on and as of the applicable Extension Date and immediately after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and;
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower Company signed by a Financial Officer of the Parent Borrower Company (A) certifying the accuracy of the foregoing clauses (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco each Borrower approving or consenting to such extension; and
(iv) in the case of any extension (or of the Maturity Date applicable to the extent Term Loans, the resolutions delivered on Extended Maturity Date shall not be shorter than the Effective Date approve weighted average life to maturity of the Term Loans immediately prior to giving effect to such matters, a certification from the Parent Borrower and the Opco Borrower that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof)extension.
Appears in 1 contract
Conditions to Effectiveness of Extension. Notwithstanding the foregoing, any extension of any Maturity Date pursuant to this Section 2.23 2.22 shall not be effective with respect to any Extending Lender and each Additional Commitment Lender unless:
(i) no Default or Event of Default shall have occurred and be continuing on the applicable Extension Date and immediately after giving effect thereto;
(ii) the representations and warranties of the Loan Parties Borrower set forth in this Agreement shall be true and correct in all material respects (provided that or in all respects in the case of any representation or warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respectsEffect) on and as of the applicable Extension Date and immediately after giving effect thereto, thereto as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (or, if in which case such representations and warranties shall be true and correct in all material respects (or in all respects in the case of any such representation or warranty is expressly stated to have been made as of a specific date, qualified by materiality or Material Adverse Effect) as of such specific earlier date); and
(iii) the Administrative Agent shall have received a certificate from the Parent Borrower signed by a Financial Responsible Officer of the Parent Borrower Borrower, delivered on behalf of the Borrower, (A) certifying the accuracy of the foregoing clauses clause (i) and (ii) and (B) certifying and attaching the resolutions adopted by the Parent Borrower and the Opco each Borrower approving or consenting to such extension (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Parent Borrower and the Opco Borrower Borrowers that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof).
Appears in 1 contract