Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Loans to any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions: (a) The Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's Borrowing Subsidiary Agreement, duly executed by all parties thereto. (b) The Administrative Agent shall have received such documents and certificates, including such opinions of counsel, as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance satisfactory to the Administrative Agent and its counsel.
Appears in 3 contracts
Samples: 364 Day Credit Agreement (Kellogg Co), Credit Agreement (Kellogg Co), 364 Day Credit Agreement (Conoco Inc /De)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Revolving Lender to make Revolving Loans to any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Such Borrowing Subsidiary shall have become a party hereto under Section 4.01(a) or the Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's ’s Borrowing Subsidiary Agreement, duly executed by all parties thereto.
(b) The Administrative Agent Agents shall have received such documents and certificates, including such opinions of counsel, as the Administrative Agent Agents or its their counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters (including as to any applicable regulatory matters) reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance satisfactory to the Administrative Agent Agents and its their counsel.
Appears in 2 contracts
Samples: Credit Agreement (Sungard Data Systems Inc), Three Year Credit Agreement (Sungard Data Systems Inc)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Loans to any a Loan on the occasion of the first Borrowing by each Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received a Borrowing Subsidiary Agreement executed by such Borrowing Subsidiary's Borrowing Subsidiary Agreement, duly executed by all parties theretoand the Company.
(b) The Administrative Agent shall have received an opinion of counsel for the Borrowing Subsidiary dated the date of such documents Borrowing substantially in the form of Exhibit F-3 hereto and certificates, including covering such opinions of counsel, additional matters relating to such Borrowing Subsidiary as the Administrative Agent or its counsel may reasonably request;
(c) The Administrative Agent shall have received all documents it may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization corporate power and authority of such Borrowing Subsidiary to enter into and the Transactions insofar as they relate validity with respect to such Borrowing Subsidiary of this Agreement and the other Loan Documents and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactionsrelevant hereto, all in form and substance satisfactory to the Administrative Agent and its counselAgent.
Appears in 2 contracts
Samples: Five Year Revolving Credit and Competitive Advance Facility Agreement (Readers Digest Association Inc), 364 Day Revolving Credit and Competitive Advance Facility Agreement (Readers Digest Association Inc)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Revolving Loans and of the Issuing Banks to issue Letters of Credit to any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's ’s Borrowing Subsidiary Agreement, duly executed by all parties thereto.
(b) The Administrative Agent shall have received such documents and certificates, including such opinions of counsel, certificates as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance satisfactory to the Administrative Agent and its counsel.
Appears in 2 contracts
Samples: Credit Agreement (Valspar Corp), Credit Agreement (Valspar Corp)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Loans to or issue Letters of Credit for the account of any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's ’s Borrowing Subsidiary Agreement, duly executed by all parties thereto.
(b) The Administrative Agent shall have received such documents and certificates, including such opinions of counsel, as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person Borrowing Subsidiary in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance reasonably satisfactory to the Administrative Agent and its counsel.
Appears in 1 contract
Samples: Five Year Credit Agreement (American Standard Companies Inc)
Initial Borrowing by Each Borrowing Subsidiary. The initial obligation of each Lender to make Loans and of the Issuing Bank to issue any Letter of Credit to or for the account of any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's ’s Borrowing Subsidiary Agreement, duly executed by all parties thereto.
(b) The Administrative Agent shall have received such documents and certificates, including such opinions of counsel, as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance reasonably satisfactory to the Administrative Agent and its counsel.
Appears in 1 contract
Samples: Credit Agreement (Bowne & Co Inc)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Loans and of the Issuing Bank to issue Letters of Credit to any Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received such Borrowing Subsidiary's Borrowing Subsidiary Agreement, duly executed by all parties thereto.
(b) The Administrative Agent shall have received such documents and certificates, including such opinions of counsel, certificates as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization of the Transactions insofar as they relate to such Borrowing Subsidiary and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactions, all in form and substance satisfactory to the Administrative Agent and its counsel.
Appears in 1 contract
Samples: Credit Agreement (Valspar Corp)
Initial Borrowing by Each Borrowing Subsidiary. The obligation of each Lender to make Loans to any a Loan on the occasion of the first Borrowing by each Borrowing Subsidiary (other than the Borrowing Subsidiaries party hereto on the date hereof) is subject to the satisfaction (or waiver in accordance with Section 10.02) of the following conditions:
(a) The Administrative Agent (or its counsel) shall have received a Borrowing Subsidiary Agreement executed by such Borrowing Subsidiary's Borrowing Subsidiary Agreement, duly executed by all parties theretoand the Company.
(b) The Administrative Agent shall have received an opinion of counsel for the Borrowing Subsidiary dated the date of such documents Borrowing substantially in the form of Exhibit F-5 hereto and certificates, including covering such opinions of counsel, additional matters relating to such Borrowing Subsidiary as the Administrative Agent or its counsel may reasonably request;
(c) The Administrative Agent shall have received all documents it may reasonably request relating to the organization, existence and good standing (to the extent such concept is relevant to such Person in its jurisdiction of organization) of such Borrowing Subsidiary, the authorization power and authority of such Borrowing Subsidiary to enter into and the Transactions insofar as they relate validity with respect to such Borrowing Subsidiary of this Agreement and the other Loan Documents and any other legal matters reasonably relating to such Borrowing Subsidiary, its Borrowing Subsidiary Agreement or such Transactionsrelevant hereto, all in form and substance reasonably satisfactory to the Administrative Agent and its counselAgent.
Appears in 1 contract