Conditions to Funding Date. No Lender shall have an obligation to make any Loan hereunder until each of the following conditions has been satisfied (or waived in accordance with Section 10.01):
(a) The Closing Date shall have occurred.
(b) The representations and warranties of (i) the Borrower contained in Article V and (ii) the Borrower contained in each other Loan Document shall be true and correct in all material respects (except to the extent any such representation and warranty is otherwise qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) on and as of the date of the Borrowing (as set forth in a Committed Loan Notice), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date.
(c) No Default or Event of Default exists or would result from the Borrowing or the application of the proceeds thereof.
(d) The Administrative Agent has received a Committed Loan Notice in accordance with Section 2.02 which sets forth a date for the Borrowing that is within the Availability Period.
(e) Any fees required to be paid hereunder and pursuant to the Fee Letter on or before the Funding Date shall have been paid.
(f) Unless waived by the Administrative Agent, the Borrower shall have paid all reasonable and documented fees and out-of-pocket charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent payable hereunder and invoiced prior to the Funding Date, plus such additional amounts of such fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the Funding Date (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent). The Committed Loan Notice for the Borrowing shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(b) and (c) have been satisfied on and as of the requested date of the Borrowing (as set forth in a Committed Loan Notice).
Conditions to Funding Date. The obligation of each Lender to make its extensions of credit and for the Issuing Lender to issue any Letters of Credit, in each case to be made hereunder on the Funding Date shall not become effective until the date on which each of the following conditions is satisfied (or waived in accordance with Section 12.1):
Conditions to Funding Date. The obligation of each Lender to make Loans and of the Issuing Lender to issue Letters of Credit hereunder is subject to the performance by each of the Loan Parties of its Obligations to be performed hereunder at or prior to the making of any such Loans or issuance of such Letters of Credit and to the satisfaction of the following further conditions:
Conditions to Funding Date. The obligation of each Lender to make the Term Loan on the Funding Date shall not become effective until the following conditions precedent shall have been reasonably satisfied or waived in writing by the Administrative Agent (which satisfaction or waiver may be made simultaneously with the making of the Term Loan hereunder (other than with respect to Section 6.02(l)):
Conditions to Funding Date. The obligation of the Lenders and the Issuing Lenders to make the initial Extensions of Credit is subject to the satisfaction of each of the following conditions:
Conditions to Funding Date. The agreement of each Lender to make any Loan requested to be made by it on the Funding Date is subject to the satisfaction of the following conditions precedent as of the date such Loan is requested to be made:
Conditions to Funding Date. The obligation of the Lenders to make the initial Extension of Credit hereunder is subject to the satisfaction in all material respects on or prior to the Funding Date of such of the following conditions as shall not have been expressly waived in writing by the Administrative Agent and Lenders:
(a) The Administrative Agent’s receipt of the following, each of which shall be originals or facsimiles (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Credit Party, each dated the Funding Date (or, in the case of certificates of governmental officials, a recent date before the Funding Date) and each in form and substance reasonably satisfactory to the Administrative Agent and its legal counsel:
(i) a Borrower Joinder Agreement with respect to each Subsidiary required to deliver the same pursuant to Section 6.14(a) hereunder;
(ii) the Security Agreements;
(iii) a Note executed by the Borrowers in favor of each Lender requesting a Note;
(iv) copies of the Organization Documents of each Credit Party (other than the Subsidiary Guarantors) certified to be true and complete as of a recent date by the appropriate Governmental Authority of the state or other jurisdiction of its incorporation or organization, where applicable, and certified by a secretary or assistant secretary of such Credit Party to be true and correct as of the Funding Date;
(v) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Credit Party (other than the Subsidiary Guarantors) as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Credit Agreement and the other applicable Credit Documents to which such Credit Party is a party; and
(vi) such documents and certifications as the Administrative Agent may reasonably require to evidence that each Credit Party (other than the Subsidiary Guarantors) is duly organized or formed, and is validly existing, in good standing and qualified to engage in business in (A) the jurisdiction of its incorporation or organization and (B) each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Conditions to Funding Date. 17 Section 3.1 Conditions to the Tranche I Funding .............................................. 17 Section 3.2 Conditions to Each Subsequent Tranche Funding..................................... 19 Section 3.3
Conditions to Funding Date. Each of the conditions precedent set forth in Section 4.2 shall have been satisfied or waived.
Conditions to Funding Date. No Lender shall have an obligation to make any Loan hereunder until each of the following conditions has been satisfied (or waived in accordance with Section 10.01):
(a) [Reserved]
(b) The Closing Date shall have occurred.
(c) The representations and warranties of (i) the Borrower contained in Article V and
