Conditions to Initial Borrowing. The obligation of each Lender to make a Loan hereunder on the Closing Date is subject to satisfaction (or waiver) of the following conditions precedent:
(a) The Administrative Agent’s (or, in the case of clause (v)(A), the Designated First Lien Representative’s, in accordance with the Closing Date Intercreditor Agreement) receipt of the following, each of which shall be original, pdf or facsimile copies or delivered by other electronic method (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Loan Party each in form and substance reasonably satisfactory to the Administrative Agent,
(i) a Committed Loan Notice in accordance with the requirements hereof;
(ii) executed counterparts of this Agreement;
(iii) a Note executed by the Borrower in favor of each Lender that has requested a Note at least two Business Days in advance of the Closing Date;
(iv) a copy of the Organization Documents in relation to each Loan Party;
(v) the Security Agreement, each Collateral Document and each other document set forth on Schedule 4.01(a) required to be executed on the Closing Date as indicated on such schedule, duly executed by each Loan Party thereto, together with:
(A) certificates, if any, representing the Pledged Equity referred to therein accompanied by undated stock powers executed in blank and instruments, if any, evidencing the Pledged Debt indorsed in blank;
(B) proper financing statements (Form UCC-1 or the equivalent) naming each Loan Party for filing under the UCC or other appropriate filing offices of each jurisdiction as may be necessary to perfect the security interests purported to be created by the foregoing Security Agreement; and
(C) copies of Lien, bankruptcy, judgment, copyright, patent and trademark searches in each jurisdiction reasonably requested by the Administrative Agent with respect to each Loan Party;
(vi) such certificates of good standing (to the extent such concept exists) from the applicable secretary of state of the state of organization of each Loan Party, certificates of resolutions or other corporate or limited liability company action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party and resolutions of the board of directors, board of managers or members of each Loan Party (in each case, as appropriate or applicable) as the Administrative Agent may reasonably require evidencing the identity, authority and capacity of each...
Conditions to Initial Borrowing. The obligation of each Lender to make a Loan as part of the first Borrowing hereunder shall not become effective until the following conditions precedent shall have been satisfied or waived in writing by the Majority Lenders:
Conditions to Initial Borrowing. The obligation of each Lender to make the initial Term Loans is subject to the following conditions precedent:
(a) The Administrative Agent shall have received a Term Loan Notice in accordance with the requirements hereof.
(b) The Target Acquisition shall have been consummated substantially concurrently with the initial Borrowing hereunder, in all material respects in accordance with the Target Acquisition Agreement and no provision of the Target Acquisition Agreement shall have been waived, amended, supplemented or otherwise modified by the Borrower, and no consent or request by the Borrower or any of its Subsidiaries shall have been provided under the Target Acquisition Agreement, in each case, which is materially adverse to the Lenders or the Arranger (in their respective capacities as such) without the Arranger’s prior written consent (such consent not to be unreasonably withheld, delayed or conditioned); provided, that any waiver, amendment, supplement or other modification with respect to the “Material Adverse Effect” definition in the Target Acquisition Agreement shall be deemed to be materially adverse to the interests of the Arranger; provided, further that (i) increases in the Merger Consideration (as defined in the Target Acquisition Agreement as of the date thereof), if funded with equity, shall not be deemed to be materially adverse to the interests of the Lenders or the Arranger and shall not require the consent of the Arranger, and (ii) decreases in the Merger Consideration shall not be deemed to be materially adverse to the interests of the Lenders or the Arranger and shall not require the consent of the Arranger if such Merger Consideration decrease does not exceed 10.0% in aggregate.
(c) The Arranger shall have received (i) the Audited Financial Statements, (ii) the Unaudited Financial Statements, (iii) the Target Financial Statements and (iv) the Pro Forma Summary.
(d) (i) The Target Acquisition Agreement Representations shall be true and correct as of the date of the initial Borrowing hereunder and (ii) the Specified Representations shall be true and correct in all material respects (or in all respects if qualified by materiality) as of the date of the initial Borrowing hereunder.
(e) No Target Material Adverse Effect on the Target shall have occurred since the date of the Target Acquisition Agreement that is continuing.
(f) A certificate signed by a Responsible Officer of the Borrower certifying that the conditions specified in Section...
Conditions to Initial Borrowing. The obligation of each Lender and the Letter of Credit Issuer to advance the initial Borrowing or L/C Credit Extension hereunder is subject to the conditions precedent that the Administrative Agent shall have received, on or before the Closing Date, the following:
Conditions to Initial Borrowing. The obligation of the Conduit Investors, or if there is no Conduit Investor with respect to any Investor Group, the Committed Note Purchaser with respect to such Investor Group, to fund the initial Borrowing hereunder shall be subject to the satisfaction of the conditions precedent that each Funding Agent shall have received a duly executed and authenticated Series 2010-2 Note registered in its name or in such other name as shall have been directed by the applicable Committed Note Purchaser and stating that the principal amount thereof shall not exceed the Maximum Investor Group Principal Amount of such Funding Agent’s Investor Group and HVF shall have paid all fees required to be paid by it on the Series 2010-2 Closing Date, including all fees required hereunder.
Conditions to Initial Borrowing. The obligations of the Lenders to make Loans and of the Issuing Banks to issue Letters of Credit hereunder shall not become effective until the date on which each of the following conditions is satisfied (or waived in accordance with Section 9.02):
(a) The Administrative Agent (or its counsel) shall have received from each party hereto either (i) a counterpart of this Agreement (a “Lender Addendum”) signed on behalf of such party or (ii) written evidence satisfactory to the Administrative Agent (which may include telecopy transmission of a signed Lender Addendum) that such party has signed a counterpart of this Agreement.
Conditions to Initial Borrowing. The obligations of Lenders to make the initial Borrowing and of Issuing Bank to issue the initial LC is subject to satisfaction of the following conditions precedent on or before the Closing Date:
Conditions to Initial Borrowing. The obligation of each Lender to make its initial Borrowing hereunder is subject to the satisfaction or waiver of the following conditions precedent:
Conditions to Initial Borrowing. The obligations of Lenders to make the initial Borrowing is subject to satisfaction of the following conditions precedent on or before the Closing Date:
Conditions to Initial Borrowing. The obligation of each Lender to make its initial Loan is subject to satisfaction (or waiver in accordance with Section 9.02) of the following conditions precedent (the first date on which such conditions are satisfied or waived, the “Closing Date”, which date shall in no event be later than February 4, 2011):
