Conditions to the Term Loan. The obligation of each Lender to fund the Term Loan hereunder on the Closing Date is subject to satisfaction of the following conditions precedent, except as otherwise agreed among the Parent and the Administrative Agent:
(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 Loan Party each in form and substance reasonably satisfactory to the Administrative Agent and its legal counsel:
(i) executed counterparts of this Agreement;
(ii) a Note executed by each Borrower in favor of each Lender that has requested a Note at least one (1) Business Day in advance of the Closing Date;
(iii) subject to Section 6.17, each Loan Document required to be delivered hereunder on the Closing Date, duly executed by each Loan Party thereto;
(iv) a duly executed Perfection Certificate with respect to all Loan Parties;
(v) such certificates of good standing from the applicable secretary of state of the state of organization of each Loan Party, certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each such Person as the Administrative Agent may reasonably require attaching and certifying to the Organization Documents of each such Person and evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Agreement and the other Loan Documents to which such Person is a party or is to be a party on the Closing Date;
(vi) evidence that all other actions, recordings and filings that the Administrative Agent may deem reasonably necessary to satisfy the Guarantee Requirement shall have been taken, completed or otherwise provided for in a manner reasonably satisfactory to the Administrative Agent, in each case except for actions required to be taken under Section 6.17;
(vii) legal opinions of Wuersch & Xxxxxx LLP, counsel to the Loan Parties, and such local counsel as the Administrative Agent may reasonably require, each in form and substance reasonably satisfactory to the Administrative Agent, dated the Closing Date, and addressed to the Administrative Agent and the Lenders;
(viii) a solvency certificate from the chief financial officer of the Parent (after giving effect to the Transaction) substantially in the form attached hereto as Exhibit G;
(ix) evidence t...
Conditions to the Term Loan. The obligations of each Lender to make its Pro Rata Share of the Term Loan are subject to satisfaction of all of the applicable conditions set forth below.
Conditions to the Term Loan. The obligations of the Lenders to make the Term Loan are, in addition to the conditions precedent specified in Subsection 7.2, subject to the satisfaction of each of the following conditions on the Closing Date:
Conditions to the Term Loan. On the Closing Date:
Conditions to the Term Loan. No Lender shall be obligated to make any Loan on the Closing Date, or to take, fulfill, or perform any other action hereunder, until the following conditions have been satisfied or provided for in a manner satisfactory to Agent, or waived in writing by Agent and Requisite Lenders:
Conditions to the Term Loan. The agreement of each Lender to make the Term Loans requested to be made by it hereunder is subject to the satisfaction, prior to or concurrently with the making of such Term Loans on the Closing Date, of the following conditions precedent:
Conditions to the Term Loan. The Revolving Loans may not be converted to a Term Loan on the Revolving Termination Date unless, in addition to the conditions precedent set forth in Section 4.2, (a) the Administrative Agent shall have received a notice from the Borrower requesting such conversion not less than three Business Days prior to the scheduled Revolving Termination Date, (b) the Term Loan Option Fee has been paid in full by the Borrower and (c) all outstanding Swing Loans shall have been paid in full by the Borrower.
Conditions to the Term Loan. Lender shall not be obligated to make the Term Loan or to perform any other action hereunder, until the following conditions have been satisfied in a manner satisfactory to Lender in its sole discretion, or waived in writing by Lender:
Conditions to the Term Loan. The obligation of the Bank to make the Term Loan to the Borrower hereunder is subject to the satisfaction of the following conditions precedent: (a) Section 4.1
Conditions to the Term Loan. The Arranger's obligation to make the Term Loan shall, in addition to satisfaction of the requirements of Section 3.2 hereof, be subject to the fulfillment (or waiver in writing by the Arranger in its sole discretion) of the following conditions precedent:
(a) receipt by the Arranger of a copy of the Certificate of Performance Acceptance of the Power Station;
(b) receipt by the Arranger of a duly executed Term Loan Note of the Company dated the date of the making of the Term Loan;
(c) receipt by the Arranger of an opinion of the Company's counsel, in form and substance satisfactory to the Arranger, with respect to certain matters relating to the Term Loan to be indicated by the Arranger; and
(d) receipt by the Arranger of evidence, in form and substance satisfactory to the Arranger, reconfirming that the Security Documents continue to create a legally valid perfected first priority security interest and Lien in the Collateral in favor of the Arranger and the Other Arrangers, securing the Arranger's and the Other Arrangers' rights under this Contract and the Other Contracts.
