Initial Funding. The obligations of the Lenders to make ---------------- their Loans under the Initial Funding shall not become effective until the date on which each of the following conditions is satisfied (or waived in accordance with Section 13.02):
(a) The Administrative Agent, the Arranger and the Lenders shall have received all fees and other amounts due and payable on or prior to the Effective Date, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrower hereunder.
(b) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its managing member with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers or other designated persons of the Borrower (y) who are authorized to sign the Loan Documents to which the Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of such authorized officers, and (iv) the certificate of incorporation and bylaws, as amended, of the Borrower, certified as being true and complete. The Administrative Agent and the Lenders may conclusively rely on such certificate until the Administrative Agent receives notice in writing from the Borrower to the contrary.
(c) The Administrative Agent shall have received certificates of the appropriate State agencies with respect to the existence, qualification and good standing of the Borrower.
(d) The Administrative Agent shall have received a compliance certificate which shall be substantially in the form of Exhibit D, duly and --------- properly executed by a Responsible Officer and dated as of the date of Effective Date.
(e) The Administrative Agent shall have received from each party hereto counterparts (in such number as may be requested by the Administrative Agent) of this Agreement signed on behalf of such party.
(f) The Administrative Agent shall have received duly executed Notes payable to the order of each Lender in a principal amount equal to its Commitment dated as of the date hereof.
(g) The Borrower shall have...
Initial Funding. 32 Section 6.02 Initial and Subsequent Loans.......
Initial Funding. 35 Section 6.02 Initial and Subsequent Loans and Letters of Credit....................................37 Section 6.03 Conditions Precedent for the Benefit of Lender........................................38 Section 6.04 No Waiver.............................................................................38
Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the Borrower.
(c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding.
(d) The Notes, duly completed and executed.
(e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
Initial Funding. In partial consideration of the Vaccine Dose purchase rights granted by AstraZeneca to the Commission acting on behalf and in the name of the Participating Member States hereunder, the Commission shall pay to AstraZeneca a fixed amount equal to 336 million Euros, as an estimate of the Upfront Costs as set forth in Schedule A (the “Initial Funding”) as follows:
(a) The Commission shall pay to AstraZeneca two-thirds of the Initial Funding (first Installment) within five (5) working days of the Effective Date; and
Initial Funding. The term “Initial Funding” shall have the same meaning provided in the Recitals, above.
Initial Funding. Grantor will cause to be transferred to trustee the monthly income of the beneficiary beginning in the month of , 20XX. Grantor intends that the income funding this trust, together with all accretions and additions thereto, shall be used, handled, and disposed of by the trustee and by any successor or substitute trustee as described in this instrument.
Initial Funding. In order to establish a Guided Solutions Account, I agree to transfer cash and/or marketable securities into my Account upon Xxxxxx Xxxxx’ acceptance and approval of this Services Agreement. If I transfer into my Account marketable securities that are Ineligible Investments, I agree to give instructions to Xxxxxx Xxxxx to sell or otherwise remove them from my Account within the time frame determined by Xxxxxx Xxxxx. I understand and agree that the sale of such securities may result in taxable events and material taxable gains or tax losses to me.
Initial Funding. In order to establish an Advisory Solutions Fund Models Account, I agree to transfer cash and/or marketable securities into my Account upon Xxxxxx Xxxxx’ acceptance and approval of this Services Agreement. If I transfer into my Account marketable securities that are not Program Funds, I hereby direct Xxxxxx Xxxxx, upon its acceptance and approval of this Services Agreement, in its capacity as a broker-dealer, to promptly sell those securities at market, which may take several trading days, without regard for any tax consequences to me. I understand and agree that this direction to sell such securities may result in taxable events and material taxable gains or losses to me, and I may pay redemption fees and/or sales charges that may be assessed on the liquidation or redemption of securities. Moreover, I understand and agree that I have determined to participate in Advisory Solutions Fund Models and to direct the sales of those securities that are not Program Funds, and in making those decisions, I am not relying on the advice or recommendation of Xxxxxx Xxxxx (or its affiliates) or any Xxxxxx Xxxxx financial advisor as a primary basis for such decisions.
Initial Funding. On the Effective Date, each Lender ---------------- shall severally make a Loan to the Borrower in an amount equal to such Lender's Applicable Percentage of the first $3,700,000 of the Initial Commitment (the "Initial Funding") as set forth in the Initial Funding Disbursement Request ---------------- delivered to such Lender by 11:00 a.m. at least two Business Days prior to the Effective Date and approved by the Lenders.