No Default or Material Adverse Change. No Default or Event of Default shall have occurred and be continuing; there shall have been no material adverse change in the condition (financial or otherwise), properties, business, or operations of Borrower, any of its Subsidiaries, or any guarantor since the date of the most recent financial statements delivered to Bank in accordance with the terms of this Agreement; and no provision of law, any order of any court or other agency of government, or any regulation, rule or interpretation thereof, shall reasonably be expected to have had any Material Adverse Effect on the validity or enforceability of this Agreement, or any other Loan or Collateral Documents.
No Default or Material Adverse Change. On the date of the requested Borrowing or Letter of Credit issuance and after giving effect to such Borrowing or Letter of Credit issuance:
No Default or Material Adverse Change. No Default shall exist, or would result from such proposed Loan or from the application of the proceeds thereof. Since February 15, 2005, no change, event or circumstance shall have occurred or become known to the Administrative Agent or the Lenders that would reasonably be expected to result in a Material Adverse Effect.
No Default or Material Adverse Change. No Default or Event of Default shall have occurred and be continuing; there shall have been no material adverse change in the condition (financial or otherwise), properties, business, or operations of any Borrower Party since the date of the Financial Statements most recently delivered to Bank prior to the date of this Agreement; and no provision of law, any order of any Governmental Authority, or any regulation, rule or interpretation thereof, shall have had any material adverse effect on the validity or enforceability of any Loan Document.
No Default or Material Adverse Change. No Default or Event of Default has occurred and is continuing. Since the date of the last financial statements provided by the Borrowers to the Lender, there has been no material adverse change in the condition, financial or otherwise, of the Borrower as shown on the balance sheet as of such date and no change in the aggregate value of the Collateral, except changes in the ordinary course of business, none of which individually or in the aggregate has been materially adverse.
No Default or Material Adverse Change. No “Event of Default” (as defined under the Existing Financing Agreement) shall have occurred and be continuing under the Existing Financing Agreement, no Default or Event of Default shall have occurred and be continuing or would result from the making of such loans and no Material Adverse Change shall have occurred since the date of the last certified annual financial statements of the Companies.
No Default or Material Adverse Change. Except as set forth in a letter from the Company delivered to the Noteholder prior to the date hereof, no Default or Event of Default (as such terms are respectively defined in the National Purchase Agreements and the TA Purchase Agreements) has occurred and is continuing. Neither the Company, nor a Guarantor nor TAFSI is in default (whether or not waived) in the performance or observance of any of the terms, covenants or conditions contained in any instrument evidencing any Indebtedness of such person that could reasonably be expected to result in a Material Adverse Effect and no event has occurred or is continuing which, with notice or lapse of time or both, would become such a default. There has been no material adverse change in the business, assets, operations, properties, financial condition, contingent liabilities, prospects or material agreements of the Company and its Subsidiaries taken as a whole or the Network since December 31, 1996.
No Default or Material Adverse Change. No Default or Event of Default shall have occurred and be continuing or would result from the making of such loan or financial accommodation and no material adverse change shall have occurred in the financial condition, business, prospects, profits, operations or assets of the Parent, the Company or the Company's affiliates since the date of the latest financial statements delivered to CIT prior to the Effective Date.
No Default or Material Adverse Change. No Default or Event of Default shall have occurred and be continuing; there shall have been no material adverse change in the condition (financial or otherwise), properties, business, or operations of any Loan Party since the date of the Financial Statements most recently delivered to Bank prior to the date of this Agreement; and no provision of law, any order of any Governmental Authority, or any regulation, rule or interpretation thereof, shall have had any material adverse effect on the validity or enforceability of any Loan Document. EXHIBIT "A" Description of Property ----------------------- EXHIBIT "B" Form of Compliance Certificate ------------------------------ This Compliance Certificate (this "Certificate") is executed and delivered to Comerica Bank ("Bank") by ENGlobal Corporation ("Borrower") this ___ day of ___________, 20___. All capitalized terms used but not defined herein shall have the meanings given to such terms in that certain Credit Agreement dated as of July ___, 2004 between Bank and Borrower (as renewed, extended, modified and restated from time to time, the "Credit Agreement"). The undersigned hereby certifies to Bank as follows:
No Default or Material Adverse Change. No Default or Event of Default shall have occurred and be continuing; there shall have been no material adverse change in the condition (financial or otherwise), properties, business, or operations of Borrower, any of its Subsidiaries or any guarantor since the date of the most recent financial statements delivered to bank in accordance with the terms of this Agreement; and no provision of law, any order of any court or other agency of government, or any regulation, rule or interpretation thereof, shall have had any Material Adverse Effect on the validity or enforceability of this Agreement, or any other Loan or Collateral Documents. representations and warranties Borrower represents and warrants as follows:
