Initial Loans and Letters of Credit Sample Clauses
Initial Loans and Letters of Credit. The obligation of each Lender or each Issuer to make its initial Loans or issue or participate in a Letter of Credit (if such Letter of Credit is issued prior to the funding of the initial Loans) hereunder is subject to the following conditions precedent, each of which shall have been fulfilled or waived to the satisfaction of Agent:
Initial Loans and Letters of Credit. 34 5.2 ALL LOANS AND LETTERS OF CREDIT......................................35
Initial Loans and Letters of Credit. Notwithstanding any provision contained in this Agreement to the contrary, none of the Lenders shall have any obligation to make the initial Loan(s) under this Agreement and U.S. Bank shall have no obligation to issue the initial Letter(s) of Credit under this Agreement unless the Agent shall have first received:
(a) this Agreement and the Notes, each duly executed by Borrower;
(b) the Security Agreement duly executed by Borrower and the Guarantors (in form and substance satisfactory to the Agent and each Lender) and other documents as the Agent or any Lender may require in connection therewith, each duly executed by Borrower and Guarantors;
(c) the Copyright Security Agreement (which must be in form and substance satisfactory to the Agent and each Lender) duly executed by Borrower or one or more of the Guarantors as applicable;
(d) the Patent and Trademark Security Agreement (which must be in form and substance satisfactory to the Agent and each Lender) duly executed by Borrower or one or more of the Guarantors as applicable;
(e) the Guaranties and the Subsidiary Guaranties (each of which must be in form and substance satisfactory to Agent) each duly executed by each respective Guarantor;
(f) the Trust Deeds executed by the fee or leaseholder owners with respect thereto (which must be in a form and substance satisfactory to Agent, together with, if applicable, a lessor’s consent and estoppel);
(g) ALTA lenders title insurance policies insuring the first priority position of each of the Trust Deeds subject only to those exceptions deemed acceptable by Lenders;
(h) completion by Agent of its review of all material licenses, contracts and contingent liabilities of Borrower and Guarantors;
(i) a copy of resolutions of the Board of Directors of each Obligor, duly adopted, which authorize the execution, delivery and performance of the Transaction Documents to be executed by such Obligor, certified by the secretary of such Obligor;
(j) a copy of the Certificate of Incorporation (or Organization) of each Obligor, including any amendments thereto, certified by the state of Obligor’s organization;
(k) a copy of the Bylaws of each Obligor, including any amendments thereto, certified by the secretary of such Obligor;
(l) an incumbency certificate, executed by the secretary of each Obligor, which shall identify by name and title and bear the signatures of all of the officers of such Obligor executing any of the Transaction Documents;
(m) certificates of corporate good...
Initial Loans and Letters of Credit. The obligations of the Lenders to fund the Term Loans and the Revolving Loans and issue or jointly apply for Letters of Credit on or after the Closing Date shall be subject to the prior or concurrent satisfaction of each of the conditions precedent set forth in this Section 4.1.
Initial Loans and Letters of Credit. The obligation of each Lender to make its initial advance of the Loan is subject to the following conditions precedent:
Initial Loans and Letters of Credit. The willingness of Lxxxxx to consider making the initial loan and if applicable, issuance of a Letter of Credit at such time, hereunder shall be subject to the condition precedent that Lxxxxx shall have received all of the following, each in form and substance satisfactory to Lender, except as otherwise required to be provided on a post-closing basis in accordance with a post-closing agreement executed by the Borrower in connection herewith:
(i) This Agreement and each applicable Loan Document, properly executed on behalf of the Loan Parties or other applicable party.
(ii) The Revolving Note drawn to the order of Lender.
Initial Loans and Letters of Credit. The execution by the Borrower and Realco of this Agreement shall be a condition precedent to the effectiveness of the Credit Agreement and the obligations of the Lenders to extend credit (by means of Loans and Letters of Credit) thereunder. ARTICLE II
Initial Loans and Letters of Credit. The obligation of the Bank to make Loans and to issue Letters of Credit hereunder is subject to the performance by each Obligor of its Obligations to be performed hereunder at or prior to the making of any such Loans or issuance of such Letters of Credit, the prior satisfaction of the conditions set forth in Section 6.1 above, and to the satisfaction of the following further conditions:
(a) The Pledge Agreement shall have been duly executed and delivered by the parties thereto.
(b) Bank shall have received evidence satisfactory to it that the Collateral subject to the Pledge Agreement has been funded to a minimum Margin Value (as defined in the Pledge Agreement) equal to at least $25,000,000.00, and that such Collateral has been effectively and validly pledged and perfected as contemplated by the Pledge Agreement.
(c) The Sweep Rider shall have been duly executed and delivered by the parties thereto.
Initial Loans and Letters of Credit. The obligation of each Lender or each Issuer to make its initial Loans or issue or participate in a Letter of Credit (if such Letter of Credit is issued prior to the funding of the initial Loans) hereunder is subject to the following conditions precedent, each of which shall have been fulfilled or waived to the reasonable satisfaction of Agent:
(a) Authorization and Status. Agent shall have received (i) copies of the Organizational Documents of each Obligor certified as true and correct by its secretary, assistant secretary or other equivalent officer, (ii) evidence reasonably satisfactory to Agent of all action taken by each Obligor authorizing the execution, delivery and performance of the Loan Documents and all other documents related to this Agreement to which it is a party (including, without limitation, a certificate of the secretary, assistant secretary or other equivalent officer of each such party which is a corporation setting forth the resolutions of its Board of Directors authorizing the transactions contemplated thereby), and (iii) such certificates as may be appropriate to demonstrate the qualification and good standing of each Obligor in the jurisdiction of its organization and in each other jurisdiction where the failure in which to qualify could reasonably be expected to have a Material Adverse Effect.
Initial Loans and Letters of Credit. The obligation of each Lender or TCB to make its initial Loans or issue, increase or extend or participate in a Letter of Credit (if such Letter of Credit is issued prior to the funding of the initial Loans) hereunder is subject to the following conditions precedent, each of which shall have been fulfilled or waived to the satisfaction of the Agent: