Conditions to Initial Advance Sample Clauses
The "Conditions to Initial Advance" clause sets out the specific requirements that must be satisfied before a lender is obligated to provide the first disbursement of funds under a loan agreement. Typically, these conditions include the delivery of certain documents, evidence of compliance with legal and financial covenants, and confirmation that no default has occurred. For example, the borrower may need to provide proof of insurance, corporate resolutions, or legal opinions. This clause ensures that the lender is protected by verifying that all necessary prerequisites are met before releasing funds, thereby reducing the risk of default or non-compliance from the outset of the lending relationship.
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Conditions to Initial Advance. Lender shall have no obligation to make the Initial Advance of funds to Borrower unless and until Contractor has furnished Borrower and Lender the Bond permitted by this Contract, and the following conditions have been satisfied:
(a) Borrower has executed and delivered to Lender this Agreement, the Contract, the Note, the Deed of Trust, the Owner-Occupied Rehabilitation Loan Program Contract of even date herewith by and between Borrower and Lender, and Affidavit of Commencement and other documents securing the loan evidenced by the Note; and Contractor has executed and delivered to Lender this Agreement, the Contract, an Affidavit of Commencement and other documents securing the loan evidenced by the Note;
(b) Borrower and Contractor have furnished Lender all documents required by Lender to evidence compliance with Subchapter K, Chapter 53, Texas Property Code;
(c) To the extent applicable, Contractor has furnished Lender evidence that Contractor has established a construction account in compliance with Chapter 162, Texas Property Code;
(d) Contractor has provided Lender a copy of the final plans and specifications for the construction of the Improvements acceptable to Lender, along with a timetable and budget for completion of the Improvements as required by this Agreement and the Contractor's accepted bid;
(e) Contractor has provided Lender a copy of the building permit for the Improvements;
(f) Contractor has provided Borrower and Lender a list of all subcontractors used or to be used for completion of the Improvements, and executed partial releases and lien waivers from Contractor and any subcontractors and suppliers who performed work and/or materials at any time in connection with the Improvements, in a form acceptable to Lender, for all amounts to be disbursed to Contractor against the Amount Available for Construction;
(g) Contractor has provided Lender a copy of all insurance policies, which Contractor is required to maintain under the Contract, or in lieu thereof, a certificate of insurance which confirms Contractor has obtained all insurance required under the Contract;
(h) Contractor has provided Lender evidence that Contractor is in compliance with Chapter 416, Texas Property Code; and
(i) Borrower and Contractor have provided Lender such other items as Lender shall reasonably require.
Conditions to Initial Advance. Lenders will have no obligation to fund the initial Revolving Loan Advance or any subsequent Revolving Loan Advance unless:
Conditions to Initial Advance. The obligation of Lender to make the initial advance pursuant to this Agreement is Lender's receipt and approval of the following, in addition to all other conditions set forth herein, from Borrowers on or before the date of the initial advance hereunder:
(a) Payment of a commitment fee in the amount of Forty Eight Thousand Dollars ($48,000) to Lender;
(b) Payment of the 2015 Taxes on Property as referenced in Certificate of Taxes Due, Certificate No. 302,742;
(c) The Loan Note, duly executed by Borrowers;
(d) Deed of Trust, duly executed by Borrowers;
(e) The Agreement, duly executed by Borrowers;
(f) The Electronic Payment Request and Authorization, duly Executed by NHI;
(g) The Warrant Agreement, duly executed by NHI;
(h) The Registration Rights Agreement, duly executed by NHI;
(i) The Title Policy;
(j) The Subordination, Non-Disturbance, and Attornment Agreement, duly executed by NHC and Palo Verde, LLC;
(k) The Assignment of Assignment of Assignment of Leases and Rents, duly executed by Rocfrim and acknowledged by Borrowers;
(l) The Insurance Policy on the Property, with appropriate Mortgage Clause and endorsements naming Lender as an additional insured on the Liability coverage, in favor of Lender;
(m) Opinions of Borrowers' counsel, in form and substance satisfactory to Lender;
(n) A certificate of good standing of NHC, issued by the Secretary of State of Colorado;
(o) A certificate of compliance of NHI, issued by Industry Canada;
(p) A copy of the Articles of Organization of NHC, certified by the Secretary of State of Colorado;
(q) A copy of the Certificate of Amendment and Articles of Incorporation in respect of NHI;
(r) A copy of the Operating Agreement of NHC and NHI, certified by the managers of Borrowers;
(s) Copies of resolutions of NHC and NHI authorizing the Loan and other ancillary agreements;
(t) Such other organizational documents of Borrowers and of members of Borrowers' members which may include loan authorization resolutions and incumbency certificates, as Lender may request;
(u) A current and valid copy of the annual license issued by the State of Colorado for NHC to manufacture controlled substances including marijuana products;
(v) Such other papers and documents as may be required by this Agreement or as Lender may reasonably require;
Conditions to Initial Advance. Funding the Term Loan and Closing The obligations of Lenders to consummate the transactions contemplated herein and to make the initial Advance under the Revolving Facility (the "Initial Advance"), to fund the Term Loan and to fund the initial Draw under the Equipment Acquisition Term Loan (the "Initial Draw")are subject, in each case, to the satisfaction, in the judgment of Agent, in its Permitted Discretion, of the following:
(i) Each Borrower shall have delivered to Agent (A) the Loan Documents to which it is a party, each duly executed by an authorized officer of such Borrower and the other parties thereto, (B) the Life Insurance Policy, and (C) a Borrowing Certificate for the Initial Advance and a Draw Notice for the Initial Draw under the Equipment Acquisition Term Loan, executed by an authorized officer of such Borrower and (ii) each Guarantor (if any) shall have delivered to Agent the Loan Documents to which such Guarantor is a party, each duly executed and delivered by such Guarantor or an authorized officer of such Guarantor, as applicable, and the other parties thereto;
(b) all in form and substance satisfactory to Agent in its Permitted Discretion, Agent shall have received (i) a report of Uniform Commercial Code financing statement, tax and judgment lien searches performed with respect to Borrowers and any Guarantor in each jurisdiction determined by Agent in its Permitted Discretion, and such report shall show no Liens on the Collateral (other than Permitted Liens and Liens to be terminated at Closing), (ii) each document (including, without limitation, any Uniform Commercial Code financing statement) required by any Loan Document or under law or requested by Agent to be filed, registered or recorded to create, in favor of Agent, for the benefit of Lenders, a first priority (other than with respect to property or covered by Priority Permitted Liens) and perfected security interest upon the Collateral, (iii) evidence of each such filing, registration or recordation and of the payment by Borrowers of any necessary fee, tax or expense relating thereto, and (iv) evidence of the amount due with respect to the Mississippi personal property tax owing by Borrowers and the payment thereof with proceeds of the Initial Advance;
(c) Agent shall have received (i) the Charter and Good Standing Documents, all in form and substance acceptable to Agent in its Permitted Discretion, (ii) a certificate of the corporate secretary or assistant secretary of each Bo...
Conditions to Initial Advance. All of the conditions in Section 3.1 hereof must have been satisfied.
Conditions to Initial Advance. No Bank shall be required to make the initial Advance hereunder unless the Company has furnished to such Bank:
(i) A copy of the certificate of incorporation of the Company certified by the Delaware Secretary of State and certified by a secretary or assistant secretary of the Company to be true and correct as of the date hereof.
(ii) A copy of the bylaws of the Company certified by a secretary or assistant secretary of the Company to be true and correct as of the date hereof.
(iii) A certificate of good standing with respect to the Company, certified by the Secretary of State of Delaware.
(iv) A copy, certified by the Secretary or Assistant Secretary of the Company, of CME’s Board of Directors’ resolutions authorizing the execution of the Loan Documents.
(v) An incumbency certificate, in substantially the form of Exhibit G hereto, executed by the Secretary or Assistant Secretary of the Company, which shall identify by name and title and bear the signature of the officers of the Company authorized to sign the Loan Documents and to make borrowings hereunder, including telephonic borrowings, upon which certificate the Banks shall be entitled to rely until informed of any change in writing by the Company.
(vi) A certificate, signed by the CEO, president and COO, managing director & president of the Clearing House division, or managing director & chief financial officer of the Company or his delegate, in substantially the form of Exhibit B hereto. Such certificate may be furnished by the Company by any means set forth in Section 13.1 hereof, and shall be deemed given to such Bank as provided therein. CHICAGO MERCANTILE EXCHANGE INC. 2004 CREDIT AGREEMENT
(vii) A written opinion of the Company’s counsel, addressed to the Banks (or upon which the Banks may rely), covering the matters set forth in Exhibit C hereto.
(viii) A Note, duly executed and delivered by the Company and payable to the order of such Bank.
(ix) A copy of the Security and Pledge Agreement, duly executed and delivered by the Company, for itself and as Member Attorney-in-Fact on behalf of each grantor named therein and the Collateral Agent.
(x) A copy of the Securities Account Control Agreement, duly executed and delivered by the Company, for itself and as Member Attorney-in-Fact on behalf of each grantor named therein, The Bank of New York, as Securities Intermediary (as defined therein) and the Collateral Agent.
Conditions to Initial Advance. The obligation of Lender to make the initial Advance is subject to the satisfaction, in the sole discretion of Lender, at or prior to the first Advance hereunder, of each, every and all of the following conditions:
Conditions to Initial Advance. Without prejudice to the uncommitted nature of the credit facility provided for herein, no Advance will be made hereunder unless each of the following conditions precedent has been satisfied, or waived by the Lender in its sole discretion, on or before December 22, 2006:
(a) The Lender shall have received this Agreement, executed and delivered by a duly authorized officer of each Borrower.
(b) The Lender shall have received a certificate of each Borrower signed by two Responsible Officers of such Borrower, stating that (i) the representations and warranties by such Borrower in this Agreement are true and correct on and as of the Closing Date, both immediately prior to and after giving effect to any Advances being made on such date and to the application of the proceeds thereof, as though made on and as of such date, (ii) no Default or Event of Default has occurred and is continuing, or would result from the execution, delivery and performance by such Borrower, of this Agreement, and (iii) no litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of such Borrower, threatened by or against such Borrower or against its properties or revenues (x) with respect to any of the Loan Documents or any of the transactions contemplated hereby or (y) which could reasonably be expected to have a Material Adverse Effect.
(c) The Lender shall have received a certificate of Secretary or Assistant Secretary of each Borrower, dated the Closing Date, certifying (i) that attached thereto are true and complete copies of the resolutions of such Borrower’s Board authorizing the making and performance by such Borrower of this Agreement, (ii) that said resolutions are in full force and effect, (iii) that true and complete copies of the constitutive documents of such Borrower are attached to such certificate and (iv) as to the incumbency and signatures of each of its officers executing this Agreement and any other documents to which it is a party.
(d) The Lender shall have received the fees and expense reimbursements provided for herein.
(e) The Lender shall have received (i) the legal opinion of ▇▇▇▇▇▇▇ ▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP, special New York counsel to each of the Borrowers, in substantially the form of Exhibit B, (ii) the legal opinion of Morris, Nichols, Arsht & ▇▇▇▇▇▇▇ LLP, special Delaware counsel to each of the Borrowers, in substantially the form of Exhibit C and (iii) the legal opinion of Milbank, Tweed, ▇...
Conditions to Initial Advance. Lenders shall not be obligated to make their initial Loans pursuant to this Agreement unless and until Borrowers satisfy the following conditions:
Conditions to Initial Advance. The obligation of the Bank to make the initial Advance under the Facilities is subject to satisfaction of each of the following conditions precedent: