Common use of Conditions to Effectiveness of Extensions Clause in Contracts

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity Date signed by a Responsible Officer of such Borrower certifying and attaching the resolutions adopted by such Borrower authorizing and empowering certain officers of the Company to effect such extension and, certifying that, before and after giving effect to such extension, (i) the representations and warranties contained in Article VI and the other Loan Documents are true and correct on and as of the Existing Maturity Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) the representations and warranties contained in subsections (i) and (ii) of Section 6.01(e) shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.02, and (ii) no Default exists. In addition, on the Existing Maturity Date, the Company shall prepay any Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 3 contracts

Samples: Credit Agreement (RR Donnelley & Sons Co), Credit Agreement (RR Donnelley & Sons Co), Credit Agreement (RR Donnelley & Sons Co)

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Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower the Company dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Borrower the Company (i) certifying and attaching the resolutions adopted by such Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except (a) in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.14, the representations and warranties contained in subsections clauses (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, clause 6.01 of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity DateDate applicable to any Non-Extending Lender, the Company Borrowers shall prepay any Revolving Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (Analog Devices Inc), Credit Agreement (Analog Devices Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of each the Borrower dated as of the Existing Maturity applicable Anniversary Date signed by a Responsible Officer of such the Borrower (i) certifying and attaching the resolutions adopted by such the Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct in all material respects (or, if already qualified as to materiality, in all respects) on and as of the Existing Maturity such Anniversary Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or, if already qualified as to materiality, in all respects) as of such earlier date, and (b) except that for purposes of this Section 2.14, the representations and warranties contained in subsections (i) and (ii) of Section 6.01(e) 5.03 shall be deemed to refer to the most recent statements furnished pursuant to subsections (ab) and (b), respectively, c) of Section 7.026.01, as applicable, and (iiB) no Default existsexists or would result therefrom. In addition, on the Existing Maturity DateDate of each Non-Extending Lender, the Company Borrower shall prepay any Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity applicable Subject Anniversary Date signed by a Responsible Officer of such the Borrower (i) certifying and attaching the resolutions adopted by such the Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, immediately before and immediately after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity applicable Subject Anniversary Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and (b) except that for purposes of this Section 2.16, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity applicable Subject Anniversary Date, the Company Borrower shall prepay any Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (Total System Services Inc), Credit Agreement (Total System Services Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity Extension Date signed by a Responsible Officer of such Borrower (i) certifying and attaching the resolutions adopted by such Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI and the other Loan Documents 4 are true and correct in all material respects (except that to the extent any representation or warranty is qualified by materiality, it shall be true and correct in all respects) on and as of the Existing Maturity Extension Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and (b) except that for purposes of this Section 2.9, the representations and warranties contained in subsections (i) Sections 4.5, 4.6 and (ii) of Section 6.01(e) 4.8 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.027.1, and (iiB) no Default exists. In addition, on the Existing Maturity DateDate of each Non Extending Bank, the Company shall prepay any Revolving repay all Loans owing to such Non Extending Bank and outstanding on such date (and pay any additional amounts required pursuant to Section 3.053.8(c)) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders Banks effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (Amgen Inc), Credit Agreement (Amgen Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Guarantor shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity Extension Date signed by a Responsible Officer of such Borrower (i) certifying and attaching the resolutions adopted by such Borrower authorizing the Guarantor and empowering certain officers of the Company Borrowers approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI and the other Loan Documents are true and correct on and as of the Existing Maturity Extension Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.8, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 6.5 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.027.1, and (iiB) no Default or Event of Default exists. In addition, on the Existing Maturity DateStated Termination Date of each Non-Extending Lender, the Company Borrowers shall prepay any Revolving repay all Loans owing to such Non-Extending Lender and outstanding on such date (and pay any additional amounts required pursuant to Section 3.054.4) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Commitment Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower Loan Party dated as of the Existing Maturity Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Borrower Loan Party (i) certifying and attaching the resolutions adopted by such Borrower authorizing Loan Party approving or consenting to such extension and empowering certain officers (ii) in the case of the Company to effect such extension andCompany, certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI X and the other Loan Documents are true and correct on and as of the Existing Maturity DateAnniversary Date in such Loan Year, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 6.18, the representations and warranties contained in subsections (i) and (ii) of Section 6.01(e) 10.4 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.0211.1, and (iiB) no Default existsexists or would result therefrom. In addition, on the Existing Maturity DateTermination Date of each Non-Extending Lender, the Company shall prepay any Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.057.5) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Samples: Loan Agreement (Lithia Motors Inc), Loan Agreement (Lithia Motors Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity Extension Date signed by a Responsible Officer of such Borrower (i) certifying and attaching the resolutions adopted by such the Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI and the other Loan Documents are true and correct on and as of the Existing Maturity Extension Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.9, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 6.5 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.027.1, and (iiB) no Default exists. In addition, on the Existing Maturity DateStated Termination Date of each Non-Extending Lender, the Company Borrower shall prepay any repay all Revolving Loans owing to such Non-Extending Lender and outstanding on such date (and pay any additional amounts required pursuant to Section 3.054.5) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Commitment Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp)

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Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower the Company dated as of the Existing Maturity Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Borrower the Company (i) certifying and attaching the resolutions adopted by such Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects on and as of the Existing Maturity Applicable Anniversary Date, except (a) in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.14, the representations and warranties contained in subsections clauses (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clause (a) and (b), respectively, of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity DateDate applicable to any Non-Extending Lender, the Company Borrowers shall prepay any Revolving Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Samples: Credit Agreement (Analog Devices Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower Loan Party dated as of the Existing Maturity Anniversary Date in such Loan Year (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Borrower Loan Party (i) certifying and attaching the resolutions adopted by such Borrower authorizing Loan Party approving or consenting to such extension and empowering certain officers (ii) in the case of the Company to effect such extension andCompany, certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI X and the other Loan Documents are true and correct on and as of the Existing Maturity DateAnniversary Date in such Loan Year, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 6.18, the representations and warranties contained in subsections (i) and (ii) of Section 6.01(e) 10.4 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.0211.1, and (iiB) no Default existsexists or would result therefrom. In addition, on the Existing Maturity DateTermination Date of each Non-Extending Lender, the Company shall prepay any Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.057.5) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.. 108 110393723.6 0063724-00082 115525625.4 0063724-00082

Appears in 1 contract

Samples: Loan Agreement (Lithia Motors Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity applicable Subject Anniversary Date signed by a Responsible Officer of such the Borrower (i) certifying and attaching the resolutions adopted by such the Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, immediately before and immediately after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity applicable Subject Anniversary Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.16, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity applicable Subject Anniversary Date, the Company Borrower shall prepay any Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Appears in 1 contract

Samples: Credit Agreement (Total System Services Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company shall deliver to the Administrative Agent a certificate of each Borrower Loan Party dated as of the Existing Maturity Fifth Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of such Borrower Loan Party (i) certifying and attaching the resolutions adopted by such Borrower authorizing Loan Party approving or consenting to such extension and empowering certain officers (ii) in the case of the Company to effect such extension andCompany, certifying that, before and after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct on and as of the Existing Maturity Fifth Anniversary Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.15, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity DateDate of each Non-Extending Lender, the Company Borrowers shall prepay any Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Focus Financial Partners Inc.)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Company Borrower shall deliver to the Administrative Agent a certificate of each Borrower dated as of the Existing Maturity applicable Subject Anniversary Date signed by a Responsible Officer of such the Borrower (i) certifying and attaching the resolutions adopted by such the Borrower authorizing and empowering certain officers of the Company approving or consenting to effect such extension and, and (ii) certifying that, immediately before and immediately after giving effect to such extension, (iA) the representations and warranties contained in Article VI V and the other Loan Documents are true and correct in all material respects on and as of the Existing Maturity applicable Subject Anniversary Date, except (a) to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and (b) except that for purposes of this Section 2.14, the representations and warranties contained in subsections (ia) and (iib) of Section 6.01(e) 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 7.026.01, and (iiB) no Default exists. In addition, on the Existing Maturity applicable Subject Anniversary Date, the Company Borrower shall prepay any Revolving Credit Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to pay the Non-Extending Lenders in full and to keep outstanding Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Revolving Credit Lenders effective as of such date.

Appears in 1 contract

Samples: Credit Agreement (Total System Services Inc)

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