Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless: (a) CYMRI shall have delivered to the Lender a Borrowing Request at least one Business Day prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit; (b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit; (c) if requested by the Lender, the Borrowers shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit; (d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit; (e) no Material Adverse Effect shall have occurred; (f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers as if made on the requested date for such Loan or the issuance of such Letter of Credit; (g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby; (h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law; (i) the Loan Parties shall hold Defensible Title to the Collateral and be the sole beneficial owner thereof; (j) the Lender shall have received the reimbursement of all engineering expenses, and other fees payable to the Lender hereunder and reimbursement from the Borrowers, or special legal counsel for the Lender shall have received payment from the Borrowers, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and (k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender (i) a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, Loan or (ii) a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit, as the case may be, and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance date of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Guarantor and the Borrower as if made on the requested date for such Loan or the issuance date of such Letter of Credit;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Guarantor or the Borrower, as the case may be, shall hold Defensible Title full legal title to the Collateral provided by it and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement payment of all engineering expensesCommitment Fees, Engineering Fees, Facility Fees, Letter of Credit Fees and other fees payable to the Lender hereunder and the Lender shall have received reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.for
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Lender, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Lender which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Lender if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Samples: Credit Agreement (Primeenergy Corp)
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender Lenders shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Lender, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Lender which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Lender if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender Agent for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least two days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Samples: Credit Agreement (Primeenergy Corp)
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;
(g) the Guaranty and all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement payment of all engineering expensesEngineering Fees, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) in all material respects and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except that the representation in the last sentence of Section 4.5 shall not be deemed to have been repeated upon the requested date for such Loan).
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(hf) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties shall hold Defensible Title to the Collateral and be the sole beneficial owner thereof;
(jg) the Lender shall have received the reimbursement payment of all engineering expensesCommitment Fees, Facility Fees, Letter of Credit Fees, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(kh) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.β
Appears in 1 contract
Samples: Credit Agreement (Dril-Quip Inc)
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two one Business Days Day prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement payment of all engineering expensesEngineering Fees, Facility Fees, Letter of Credit Fees, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI shall have delivered to the Lender a Borrowing Request at least one Business Day prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement of all engineering expenses, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Agent or any of the Lenders, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Agent which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Required Banks if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender Agent for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Agent and each Lender.
Appears in 1 contract
Samples: Credit Agreement (Primeenergy Corp)
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the The Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) to the extent appropriate, with respect to the addition of additional Oil and Gas Properties as a component included in the Borrowing Base, the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except for such representations and warranties which expressly refer to a prior date in which case they shall be true and correct as of such earlier date); provided; however, that for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of making of such Loan or issuance of such Letter of Credit shall take into account (i) subsequent amendments to any Exhibit referred to therein, (ii) notice received by the Lender which makes specific reference to the applicable Exhibit specifying any exception, or (ii) disclosure made by the Borrower prior to the date of such representation or warranty provided that such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;Law except where such contravention, violation or conflict would not reasonably be expected to have a Material Adverse Effect; and
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement of all engineering expenses, and other fees payable subject, however, to the Lender hereunder and reimbursement from the Borrowers, or special legal counsel for the Lender shall have received payment from the Borrowers, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the LenderPermitted Liens.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit (including, without limitation, renewals and extensions thereof) and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of CreditCredit or renewals or extensions thereof;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of CreditCredit or renewals or extensions thereof;
(c) if requested by the Lender, the Borrowers Borrower shall have delivered evidence reasonably satisfactory to the Lender substantiating any of the matters contained in this Agreement which are reasonably necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of CreditCredit or renewals or extensions thereof;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be reasonably requested by the Lender with respect to such Loan or Letter of CreditCredit or renewals or extensions thereof;
(e) no event shall have occurred which, in the reasonable opinion of the Lender, could reasonably be expected to result in a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of CreditCredit or renewals or extensions thereof;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(j) the Lender shall have received the reimbursement payment of all engineering expensesEngineering Fees, and other fees payable to the Lender hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions ------------------------------ precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Agent or any of the Lenders, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Agent which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Required Banks if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) except as shown in Exhibit VI, the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender Agent for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the LenderAgent and each Lender in the exercise of their reasonable discretion.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated stat elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Agent or any of the Lenders, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Agent which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Required Banks if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender Agent for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Agent and each Lender.
Appears in 1 contract
Samples: Credit Agreement (Primeenergy Corp)
Each Loan and Letter of Credit. In addition to the conditions ------------------------------ precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender Agent shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of the Lenders, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of CreditCredit except to the extent such representation or warranty is expressly limited to a certain date;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral pledged by such entity and be the sole beneficial owner thereof, subject only to Permitted Liens;
(j) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expensesEngineering Fees, Facility Fees, Letter of Credit Fees, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the Lender.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI Parent Borrower shall have delivered to the Lender a Borrowing Request at least one Business Day prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two Business Days prior to the requested issuance date for the relevant Letter of Credit and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the Lender, the Borrowers shall have delivered evidence satisfactory to the Lender substantiating any of the matters contained in this Agreement which are necessary to enable the Borrower Borrowers to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender shall have received, reviewed, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Credit;
(e) no event shall have occurred which, in the reasonable opinion of Lender, could have a Material Adverse Effect shall have occurredEffect;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers as if made on the requested date for such Loan or the issuance of such Letter of Credit;
(g) all of the Security Instruments shall be in full force and effect and provide to the Lender the security intended thereby;
(h) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(i) the Loan Parties Borrowers shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner owners thereof;
(j) the Lender shall have received the reimbursement of all engineering expenses, and other fees payable to the Lender hereunder and reimbursement from the Borrowers, or special legal counsel for the Lender shall have received payment from the Borrowers, for (i) all reasonable fees and expenses of counsel to the Lender for which the Borrowers are responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or prior to the date of the relevant Loan or Letter of Credit Application, and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit Application; and;
(k) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to Lender in its reasonable discretion; and
(l) any extension of credit hereunder is not prohibited by any law or regulation applicable to any Borrower or any of their Subsidiaries, including, but not limited to, the LenderUSA PATRIOT Act.
Appears in 1 contract
Each Loan and Letter of Credit. In addition to the conditions precedent stated elsewhere herein, the Lender Lenders shall not be obligated to make any Loan or issue any Letter of Credit unless:
(a) CYMRI the Borrower shall have delivered to the Lender Agent a Borrowing Request at least one Business Day the requisite time prior to the requested date for the relevant Loan, or a Letter of Credit Application at least two three Business Days prior to the requested issuance date for the relevant Letter of Credit Credit; and each statement or certification made in such Borrowing Request or Letter of Credit Application, as the case may be, shall be true and correct in all material respects on the requested date for such Loan or the issuance of such Letter of Credit;
(b) no Event of Default or Default shall exist or will occur as a result of the making of the requested Loan or the issuance of the requested Letter of Credit;
(c) if requested by the LenderAgent, the Borrowers Borrower shall have delivered evidence satisfactory to the Lender Agent substantiating any of the material matters contained in this Agreement which are necessary to enable the Borrower to qualify for such Loan or the issuance of such Letter of Credit;
(d) the Lender no event shall have receivedoccurred which, reviewedin the reasonable opinion of the Agent, and approved such additional documents and items as described in Section 3.1 as may be requested by the Lender with respect to such Loan or Letter of Creditwould have a Material Adverse Effect;
(e) no Material Adverse Effect shall have occurred;
(f) each of the representations and warranties contained in this Agreement shall be true and correct (unless they speak to a specific date or are based on facts which have changed by transactions contemplated or expressly permitted by this Agreement) and shall be deemed to be repeated by the Borrowers Borrower as if made on the requested date for such Loan or the issuance of such Letter of Credit;Credit (except to the extent such representations and warranties expressly refer to an earlier date, in which case, they shall be true and correct as of such earlier date) provided, however, for purposes of this Section 3.2, in each representation and warranty in Article IV that makes reference to an Exhibit, the representation under this Section 3.2 that such representation and warranty in Article IV is true on and as of the date of the making of such Loan or the issuance of such Letter of Credit shall take into account (i) any subsequent amendments to any Exhibit referred to therein, (ii) any exception contained in a written notice received by the Agent which makes specific reference to the applicable Exhibit, or (iii) any written disclosure made by the Borrower or any of its Subsidiaries prior to the date as of which such representation or warranty is made, provided that such amendment, exception or disclosure has been consented to by the Agent if such amendment, exception or disclosure amends or waives provisions of this Agreement or is otherwise required under the terms of this Agreement.
(gf) all of the Security Instruments shall be in full force and effect and provide to the Lender Lenders the security intended thereby;
(hg) neither the consummation of the transactions contemplated hereby nor the making of such Loan nor or the issuance of such Letter of Credit shall contravene, violate, or conflict with any Requirement of Law;
(ih) the Loan Parties Borrower shall hold Defensible Title full legal title to the Collateral and be the sole beneficial owner thereof;
(ji) the Lender Agent and the Lenders shall have received the reimbursement payment of all engineering expenses, and other fees payable to the Lender Agent and the Lenders hereunder and reimbursement from the BorrowersBorrower, or special legal counsel for the Lender Agent shall have received payment from the BorrowersBorrower, for (i) all reasonable fees and expenses of counsel to the Lender Agent for which the Borrowers are Borrower is responsible pursuant to applicable provisions of this Agreement and for which invoices have been presented as of or at least 15 days prior to the date of the relevant Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least two days prior to the Closing Date), and (ii) estimated fees charged by filing officers and other public officials incurred or to be incurred in connection with the filing and recordation of any Security Instruments, for which invoices have been presented as of or prior to the date of the requested Loan or Letter of Credit ApplicationApplication (otherwise the initial Borrowing which must be presented at least five days prior to the Closing Date); and
(kj) all matters incident to the consummation of the transactions hereby contemplated shall be satisfactory to the LenderAgent.
Appears in 1 contract
Samples: Credit Agreement (Primeenergy Corp)
