Financings and Other Transactions, Etc. (i) The Transactions shall have been consummated or shall be consummated simultaneously on the Closing Date, in accordance with the terms hereof; and (ii) The Refinancing shall have been consummated in full to the satisfaction of the Lenders with all liens in favor of the existing lenders being unconditionally released; the Administrative Agent shall have received a “pay-off” letter in form and substance reasonably satisfactory to the Administrative Agent with respect to all Indebtedness being refinanced in the Refinancing; and the Administrative Agent shall have received from any person holding any Lien securing any such Indebtedness, such UCC (or equivalent) termination statements, mortgage releases, releases of assignments of leases and rents, releases of security interests in Intellectual Property and other instruments, in each case in proper form for recording or filing, as the Administrative Agent shall have reasonably requested to release and terminate of record the Liens securing such Indebtedness.
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Samples: Credit Agreement (Biglari Holdings Inc.), Credit Agreement (Biglari Holdings Inc.)
Financings and Other Transactions, Etc. (i) The Transactions shall have been consummated or shall be consummated simultaneously on the Closing Date, in accordance with the terms hereof; and
(ii) The Refinancing shall have been consummated in full to the satisfaction of the Lenders with all liens in favor of the existing lenders being unconditionally released; the Administrative Agent shall have received a “pay-off” letter in form and substance reasonably satisfactory to the Administrative Agent with respect to all Indebtedness debt being refinanced in the Refinancing; and the Administrative Agent shall have received from any person Person holding any Lien securing any such Indebtednessdebt, such UCC (or equivalent) termination statements, mortgage releases, releases of assignments of leases and rents, releases of security interests in Intellectual Property rents and other instruments, in each case in proper form for recording or filingrecording, as the Administrative Agent shall have reasonably requested to release and terminate of record the Liens securing such Indebtednessdebt.
(ii) The Lenders shall be reasonably satisfied with the capitalization, the terms and conditions of any equity, indemnity, employment or other arrangements entered into in connection with the Transactions and the corporate, legal, tax, management or other organizational structure of the Companies.
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Samples: Credit Agreement (Harry & David Holdings, Inc.), Credit Agreement (Harry & David Holdings, Inc.)
Financings and Other Transactions, Etc. (i) The Transactions shall have been consummated or shall be consummated simultaneously on the Closing Date, in each case in accordance with the terms hereof; andhereof and the terms of the Transaction Documents, without the waiver or amendment of any such terms not approved by the Administrative Agent.
(ii) The Refinancing shall have been consummated in full to the satisfaction of the Lenders with all liens in favor of the existing lenders being unconditionally released; the Administrative Agent shall have received a “pay-off” letter in form and substance reasonably satisfactory to the Administrative Agent with respect to all Indebtedness debt being refinanced in the Refinancing; and the Administrative Agent shall have received from any person holding any Lien securing any such Indebtednessdebt, such UCC (or equivalent) termination statements, mortgage releases, releases of assignments of leases and rents, releases of security interests in Intellectual Property and other instruments, in each case in proper form for recording or filingrecording, as the Administrative Agent shall have reasonably requested to release and terminate of record the Liens securing such Indebtednessdebt.
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Samples: Credit Agreement (Davita Inc)
Financings and Other Transactions, Etc. (i) The Transactions shall have been consummated or shall be consummated simultaneously on the Closing Date, in accordance with the terms hereof; and
(ii) The Refinancing shall have been consummated in full to the satisfaction of the Lenders with all liens in favor of the existing lenders being unconditionally released; the Administrative Agent shall have received a “pay-off” letter in form and substance reasonably satisfactory to the Administrative Agent with respect to all Indebtedness being refinanced in the Refinancing; and the Administrative Agent shall have received from any person Person holding any Lien securing any such Indebtedness, such UCC (or equivalent) termination statements, mortgage releases, releases of assignments of leases and rents, releases of security interests in Intellectual Property and other instruments, in each case in proper form for recording or filing, as the Administrative Agent shall have reasonably requested to release and terminate of record the Liens securing such Indebtedness.
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Financings and Other Transactions, Etc. (i) The Transactions Administrative Agent and the Collateral Agent shall have been consummated or verified that Borrower shall be consummated simultaneously on have received not less than $275.0 million gross proceeds from the Closing Date, in accordance with issuance and sale of the terms hereof; andQualified Senior Notes.
(ii) The Administrative Agent and the Collateral Agent shall have verified that Borrower shall have received at least $125.0 million gross proceeds from the Equity Financing.
(iii) The Refinancing shall have been consummated in full to the satisfaction of the Lenders with all liens in favor of the existing lenders being unconditionally released; the Administrative Agent shall have received a “"pay-off” " letter in form and substance reasonably satisfactory to the Administrative Agent with respect to all Indebtedness debt being refinanced in the Refinancing; and the Administrative Collateral Agent shall have received from any person Person holding any Lien securing any such Indebtednessdebt, such UCC (or equivalent) termination statements, mortgage releases, releases of assignments of leases and rents, releases of security interests in Intellectual Property rents and other instruments, in each case in proper form for recording or filingrecording, as the Administrative Collateral Agent shall have reasonably requested to release and terminate of record the Liens securing such Indebtednessdebt.
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