Common use of Each Credit Extension Clause in Contracts

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension after the Closing Date is subject to the satisfaction (or waiver in accordance with Section 10.5) of the following conditions precedent: (a) the Administrative Agent and, in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Notice, as the case may be; (b) the representations and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified as to materiality, in all respects and (ii) otherwise, in all material respects, in each case on and as of such date, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefrom. On the date of any such Credit Extension, the Borrower shall be deemed to have represented and warranted that the conditions specified in Sections 3.2(b) and 3.2(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in Section 2.2(a) or 2.3(a).

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Entegris Inc), Credit and Guaranty Agreement (Entegris Inc), Credit and Guaranty Agreement (Entegris Inc)

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Each Credit Extension. The obligation of each Lender and each Issuing Bank the LC Issuer to make issue, amend, or extend any Letter of Credit Extension on the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension after the Closing Date is subject to the satisfaction (or waiver in accordance with Section 10.58.04) of the following conditions precedentconditions: (a) the Administrative Agent and, conditions precedent to effectiveness set forth in Section 3.02 shall have been satisfied (or waived in accordance with Section 8.04) and the case Effective Date shall have occurred; (b) either (i) the IPO Effective Date or (ii) the Unwind Effective Date shall have occurred or shall occur substantially concurrently with the initial credit extension hereunder; (c) receipt by the LC Issuer of any a notice of issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Noticeextension, as the case may be, as required by Section 2.01(b); (bd) the representations immediately before and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified as to materialityafter issuance, in all respects and (ii) otherwise, in all material respects, in each case on and as amendment or extension of such date, except in the case Letter of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing continuing; and (e) the representations and warranties (other than, except with respect to an extension of credit on the Effective Date, the Unwind Effective Date or would result therefrom. On the IPO Effective Date, the representations and warranties in Sections 4.04 and Section 4.05 (in the case of Section 4.05, as to matters that have been disclosed in writing to the LC Issuer)) of the applicable Obligors contained in this Agreement shall be true and correct in all material respects on and as of the date of such issuance, amendment or extension of such Letter of Credit (except that such representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Each issuance, amendment or extension of a Letter of Credit Extension, the Borrower hereunder shall be deemed to have represented be a representation and warranted that warranty by the Guarantor on the date of such issuance, amendment or extension, as the case may be, (i) as to the satisfaction of the conditions specified in Sections 3.2(bclauses (a), (d) and 3.2(c(e) have been satisfied of this Section 3.01 and that, after giving effect to such Credit Extension, (ii) in the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount case of any such component) event on or before the IPO Effective Date, as to the facts specified in clause (b)(ii) of this Section 2.2(a) or 2.3(a)3.01.

Appears in 3 contracts

Samples: Reimbursement Agreement (AXA Equitable Holdings, Inc.), Reimbursement Agreement (AXA Equitable Holdings, Inc.), Reimbursement Agreement (AXA Equitable Holdings, Inc.)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any a Credit Extension on (which, for the Closing Date and avoidance of each Revolving Lender and each Issuing Bank doubt, shall not include any Incremental Loans advanced in connection with an acquisition to make any Credit Extension after the Closing Date extent not otherwise required by the Lenders of such Incremental Loans) is subject to the satisfaction (or waiver in accordance with Section 10.5) of the following conditions precedentconditions: (ai) In the case of a Borrowing, the Administrative Agent and, shall have received a Borrowing Request as required by Section 2.03 or (ii) in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) the issuance of any a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a fully completed and executed Funding Notice or Issuance Notice, notice requesting the issuance of such Letter of Credit as the case may be;required by Section 2.05(b). (b) the The representations and warranties of each Credit Party the Loan Parties set forth in this Agreement and the Credit other Loan Documents shall be true and correct in all material respects (i) in the case of the representations and warranties or, if qualified as to by materiality, in all respects and (iirespects) otherwise, in all material respects, in each case on and as of such date, except in the case date of any such representation Credit Extension with the same effect as though such representations and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct warranties had been made on and as of the date of such earlier date; andCredit Extension; provided that to the extent that any representation and warranty specifically refers to a given date or period, it shall be true and correct in all material respects (or, if qualified by materiality, in all respects) as of such date or for such period. (c) at At the time of and immediately after giving effect to such the applicable Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefromDefault exists. On Each Credit Extension after the date of any such Credit Extension, the Borrower Closing Date shall be deemed to have represented constitute a representation and warranted that warranty by the conditions applicable Borrower on the date thereof as to the matters specified in Sections 3.2(bparagraphs (b) and 3.2(c(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in this Section 2.2(a) or 2.3(a)4.02.

Appears in 3 contracts

Samples: Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on each installment of the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension after the Closing Date Term Loan is subject to the satisfaction (or waiver in accordance with Section 10.510.05) of the following conditions precedentconditions: (a) the Administrative Agent and, conditions precedent to effectiveness set forth in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank 3.02 shall have received a fully completed been satisfied (or waived in accordance with Section 10.05) and executed Funding Notice or Issuance Notice, as the case may beEffective Date shall have occurred; (b) receipt by the representations and warranties Administrative Agent of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case a Notice of the representations and warranties qualified Borrowing as to materiality, in all respects and (ii) otherwise, in all material respects, in each case on and as of such date, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; andrequired by Section 2.05(a); (c) at immediately before and after such installment of the time of and immediately after giving effect to such Credit ExtensionTerm Loan is borrowed, no Default or Event of Default shall have occurred and be continuing continuing; (d) the representations and warranties (other than, except with respect to an extension of credit on the Effective Date or would result therefrom. On the IPO Effective Date, the representations and warranties in Sections 4.04 and 4.05 (in the case of Section 4.05, as to matters that have been disclosed in writing to the Administrative Agent)) of the Company contained in this Agreement shall be true and correct in all material respects on and as of the date such installment of the Term Loan is borrowed (except that such representations and warranties which are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and (e) receipt by the Administrative Agent of evidence as to payment of all fees or other amounts required to be paid in connection with the borrowing of such installment of the Term Loan, including, without limitation, amounts set forth in the Fee Letters, on or prior to the date of any such Credit Extension, borrowing. The making of each installment of the Borrower Term Loan hereunder shall be deemed to have represented be a representation and warranted that warranty by the Company on the date of such borrowing as to the satisfaction of the conditions specified in Sections 3.2(bclauses (a), (c) and 3.2(c(d) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in this Section 2.2(a) or 2.3(a)3.01.

Appears in 2 contracts

Samples: Term Loan Agreement (AXA Equitable Holdings, Inc.), Term Loan Agreement (AXA Equitable Holdings, Inc.)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension (other than the making of a Protective Advance) after the Closing Date is subject to the satisfaction (or waiver in accordance with Section 10.5) of the following conditions precedent: (a) the Administrative Agent and, in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Notice, as the case may be; (b) the representations and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified as to materiality, in all respects and (ii) otherwise, in all material respects, in each case on and as of such date, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefrom. On the date of any such Credit ExtensionExtension (other than the making of a Protective Advance), the Borrower shall be deemed to have represented and warranted that the conditions specified in Sections 3.2(b) and 3.2(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in Section 2.2(a2.1(a), 2.3(a) or 2.3(a2.26(a).

Appears in 2 contracts

Samples: Abl Credit and Guaranty Agreement (PetIQ, Inc.), Abl Credit and Guaranty Agreement (PetIQ, Inc.)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on any Credit Date, including the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension after the Closing Date Date, is subject to the satisfaction (or waiver in accordance with Section 10.5) of the following conditions precedent:precedent (it being understood and agreed that, in the case of any Term Loans the proceeds of which are intended to be applied to finance a Limited Conditionality Transaction, the conditions precedent set forth in clauses (b) and (c) below may be satisfied as of the applicable LCT Test Date in accordance with Section 1.5): (a) the Administrative Agent and, in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Notice, as the case may be; (b) the representations and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified or modified as to materialitymateriality in the text thereof, in all respects and (ii) otherwise, in all material respects, in each case on and as of such dateCredit Date, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefrom. On the date of any such Credit Extension, the Borrower shall be deemed to have represented and warranted that the conditions specified in Sections 3.2(b) and 3.2(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in Section 2.2(a) or 2.3(a).

Appears in 2 contracts

Samples: First Lien Credit and Guaranty Agreement (Fusion Connect, Inc.), First Lien Credit and Guaranty Agreement (Fusion Connect, Inc.)

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Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on After the Closing Date and Date, the obligation of each Revolving Lender and each Issuing Bank to make any a Credit Extension after the Closing Date is subject to the satisfaction (or waiver in accordance with Section 10.59.02) of the following conditions precedentconditions: (a) (i) In the case of a Borrowing, the Administrative Agent andshall have received a Borrowing Request as required by Section 2.02, (ii) in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) the issuance of any a Letter of Credit, the applicable Issuing Bank and the Administrative Agent shall have received a fully completed notice requesting the issuance of such Letter of Credit as required by Section 2.05(b) or (iii) in the case of a Swingline Loan Borrowing, the Swingline Lender and executed Funding Notice the Administrative Agent shall have received a request as required by Section 2.04(a). (b) The representations and warranties of the Loan Parties set forth in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of any such Credit Extension with the same effect as though such representations and warranties had been made on and as of the date of such Credit Extension; provided that to the extent that a representation and warranty specifically refers to a given date or Issuance Noticeperiod, it shall be true and correct in all material respects as of such date or period, as the case may be; (b) the representations and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified as to materiality, in all respects and (ii) otherwise, in all material respects, in each case on and as of such date, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and. (c) at At the time of and immediately after giving effect to such the applicable Credit Extension, no Event of Default or Event of Default shall have occurred and be continuing or would result therefromcontinuing. On Each Credit Extension after the date of any such Credit ExtensionClosing Date shall, to the Borrower shall extent required by this Section 4.02, be deemed to have represented constitute a representation and warranted that warranty by the conditions Borrower on the date thereof as to the matters specified in Sections 3.2(bparagraphs (b) and 3.2(c(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in this Section 2.2(a) or 2.3(a)4.02.

Appears in 2 contracts

Samples: Incremental Joinder to First Lien Credit Agreement (Post Holdings, Inc.), First Lien Credit Agreement (Post Holdings, Inc.)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension Date occurring after the Closing Date is subject to the satisfaction (or waiver in accordance with Section 10.5) of the following conditions precedent: (a) the Administrative Agent and, in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a2.4(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Notice, as the case may be; (b) the representations and warranties of each Credit Party set forth in the Credit Documents shall be true and correct (i) in the case of the representations and warranties qualified as to materialitymateriality in the text thereof, in all respects respects, and (ii) otherwise, in all material respects, in each case on and as of such dateCredit Date, except in the case of any such representation and warranty that expressly relates to an earlier a prior date, in which case such representation and warranty shall be so true and correct on and as of such earlier prior date; and (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefrom. On the date of any such Credit ExtensionExtension occurring after the Closing Date (other than the making of a Protective Advance), the Borrower shall be deemed to have represented and warranted that the conditions specified in Sections 3.2(b) and 3.2(c) have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in Section 2.2(a2.1(a), 2.3(a) or 2.3(a2.4(a).

Appears in 2 contracts

Samples: Abl Credit and Guaranty Agreement (Entegris Inc), Abl Credit and Guaranty Agreement (Entegris Inc)

Each Credit Extension. The obligation of each Lender and each Issuing Bank to make any Credit Extension on any Credit Date, including the Closing Date and of each Revolving Lender and each Issuing Bank to make any Credit Extension after the Closing Date Date, is subject to the satisfaction (or waiver in accordance with Section 10.59.5) of the following conditions precedent: (a) the Administrative Agent and, in the case of any issuance, amendment or extension (other than an automatic extension permitted under Section 2.3(a)) of any Letter of Credit, the applicable Issuing Bank shall have received a fully completed and executed Funding Notice or Issuance Notice, as the case may be; (b) the representations and warranties of the Company and each other Credit Party set forth in the Credit Documents (other than, if and for so long as the Investment Grade Ratings Condition shall be satisfied, the representation and warranty set forth in Section 4.1(b)) shall be true and correct (i) in the case of the representations and warranties qualified or modified as to materialitymateriality in the text thereof, in all respects and (ii) otherwise, in all material respects, in the case of each case of clauses (i) and (ii) on and as of the date of such dateCredit Extension, except in the case of any such representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be so true and correct on and as of such earlier date; and; (c) at the time of and immediately after giving effect to such Credit Extension, no Default or Event of Default shall have occurred and be continuing or would result therefrom; and (d) the Administrative Agent shall have received a Borrowing Base Certificate, demonstrating that the Borrowing Base Coverage Ratio as of the date of such Credit Extension (calculated on a pro forma basis after giving effect to each incurrence and prepayment of Covered Indebtedness on such date) is not less than 1.10:1.00. On the date of any such Credit Extension, the Borrower Company shall be deemed to have represented and warranted that the conditions specified in Sections 3.2(b) and 3.2(c) this Section 3.2 have been satisfied and that, after giving effect to such Credit Extension, the Total Utilization of Revolving Commitments (or any component thereof) shall not exceed the maximum amount thereof (or the maximum amount of any such component) specified in Section 2.2(a) or 2.3(a)satisfied.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Chrysler Group LLC)

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