Common use of Conditions to Issuance and Effectiveness Clause in Contracts

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 2022-1 Class A-1 Notes hereunder on the Series 2022-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 2022-1 Supplement, the Global G&C Agreement and the other Related Documents shall be in full force and effect; (b) on the Series 2022-1 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from S&P stating that the Notes have received a rating of not less than “BBB+”; (c) that certain risk retention letter agreement from Domino’s Pizza International LLC, dated as of the Series 2022-1 Closing Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III and all other conditions to the issuance of the Series 2022-1 Class A-1 Notes under the Indenture shall have been satisfied or waived.

Appears in 1 contract

Samples: Class a 1 Note Purchase Agreement (Dominos Pizza Inc)

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Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20222020-1 Class A-1 Notes hereunder on the Series 20222020-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20222020-1 Supplement, the Global G&C Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 20222020-1 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from S&P stating that the Series 2020-1 Class A-1 Notes have received a rating of not less than “BBB+BBB-” and (ii) a letter from KBRA stating that the Series 2020-1 Class A-1 Notes have received rating of not less than “BBB”; (c) that certain risk retention letter agreement from Domino’s Pizza International LLC, the Manager dated as of the Series 20222020-1 Closing Date, Date with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative AgentRequired Lenders; and (d) at the time of such issuance, the additional conditions set forth in Schedule III and all other conditions to the issuance of the Series 20222020-1 Class A-1 Notes under the Indenture shall have been satisfied or waivedwaived by such Lender Party.

Appears in 1 contract

Samples: Class a 1 Note Purchase Agreement (Vale Merger Sub, Inc.)

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20222019-1 3 Class A-1 Notes hereunder on the Series 20222019-1 3 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20222019-1 3 Supplement, the Global G&C Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 20222019-1 3 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from S&P stating that the Notes have received a rating of not less than “BBB+BBB- (sf)” and (ii) a letter from KBRA stating that the Notes have received rating of not less than “BBB- (sf)”; (c) that certain risk retention letter agreement from Domino’s Pizza International LLCManager, dated as of the Series 20222019-1 3 Closing Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III (other than with respect to the condition subsequent set forth in the proviso to clause (b) of Schedule III) and all other conditions to the issuance of the Series 20222019-1 3 Class A-1 Notes under the Indenture shall have been satisfied or waived.

Appears in 1 contract

Samples: Class a 1 Note Purchase Agreement (Driven Brands Holdings Inc.)

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20222019-1 3 Class A-1 Notes hereunder on the Series 20222019-1 3 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20222019-1 3 Supplement, the Global G&C Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 20222019-1 3 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from S&P stating that the Notes have received a rating of not less than “BBB+BBB- (sf)” and (ii) a letter from KBRA stating that the Notes have received rating of not less than “BBB- (sf)”; (c) that certain risk retention letter agreement from Domino’s Pizza International LLCthe U.S. Manager, dated as of the Series 20222019-1 3 Closing Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III (other than with respect to the condition subsequent set forth in the proviso to clause (b) of Schedule III) and all other conditions to the issuance of the Series 20222019-1 3 Class A-1 Notes under the Indenture shall have been satisfied or waived.

Appears in 1 contract

Samples: Class a 1 Note Purchase Agreement (Driven Brands Holdings Inc.)

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Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20222024-1 Class A-1 Notes hereunder on the Series 20222024-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20222024-1 Supplement, the Global G&C Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 20222024-1 Closing Date, the Administrative Agent shall have received a letterletters, each in form and substance reasonably satisfactory to it, from (i) S&P stating that the Notes have received a rating of not less than “BBB+BBB- (sf)” and (ii) KBRA stating that the Notes have received rating of not less than “BBB (sf)”; (c) that certain risk retention letter agreement from Domino’s Pizza International LLCthe U.S. Manager and Canco, dated as of the Series 20222024-1 Closing Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III and all other conditions to the issuance of the Series 20222024-1 Class A-1 Notes under the Indenture shall have been satisfied or waived.

Appears in 1 contract

Samples: Note Purchase Agreement (Driven Brands Holdings Inc.)

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