PURPOSE OF THE FACILITY AND AVAILABILITY Sample Clauses

PURPOSE OF THE FACILITY AND AVAILABILITY. The purpose of the Facility is the financing or refinancing of the acquisition by the Borrower or any of its affiliates of shares in Celltech Group plc pursuant to a public offer ("Offer") (including, without limitation, pursuant to sections 428 et seq. of the Companies Act 1985) or by means of share purchases, together with any fees and expenses payable in connection with the Offer. The Bank confirms to the Borrower that as at the date hereof the Facility is unconditionally available and, in particular, but without limitation, that no further document or other evidence need be delivered, no further step need be taken and no further circumstance need have occurred as conditions to availability (including, without limitation, any step to be taken set out under the heading "Conditions Precedent for Drawdown of the Facility" in the Credit Agreement), other than the delivery by the Borrower to the Bank of a written application for an Advance (as defined in the Credit Agreement) in accordance with paragraph A under the heading "Availability" in the Credit Agreement.
Sample 1
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PURPOSE OF THE FACILITY AND AVAILABILITY. The purpose of the Facility is the financing or refinancing of the acquisition by the Borrower or any of its affiliates of shares in Celltech Group plc pursuant to a public offer (the "Offer") (including pursuant to section 428 et seq. of the Companies Act 1985), by means of share purchases or otherwise, together with any fees and expenses payable in connection with the Offer. The Bank confirms to the Borrower that as at the date hereof the Facility is unconditionally available and, in particular, but without limitation, that no further document or other evidence need be delivered, no further step need be taken and no further circumstance need have occurred as conditions to availability (including, without limitation, any step to be taken under Article 4 of the Credit Contract), other than the giving of 5 business days' notice by the Borrower to the Bank prior to the drawdown of any straight loan in accordance with Article 3 of the Credit Contract.
Sample 1
PURPOSE OF THE FACILITY AND AVAILABILITY. The purpose of the Facility is the financing or refinancing of the acquisition by the Borrower or any of its affiliates of shares in Celltech Group plc pursuant to a public offer (the “Offer”) (including pursuant to section 428 et seq. of the Companies Act 1985), by means of share purchases or otherwise, together with any fees and expenses payable in connection with the Offer. The Bank confirms to the Borrower that as at the date hereof the Facility is unconditionally available and, in particular, but without limitation, that no further document or other evidence need be delivered, no further step need be taken and no further circumstance need have occurred as conditions to availability (including, without limitation, any step to be taken under
Sample 1

Related to PURPOSE OF THE FACILITY AND AVAILABILITY

  • Continued Availability and Cooperation (a) Following termination of the Executive’s employment, the Executive shall cooperate fully with the Company and with the Company’s counsel in connection with any present and future actual or threatened litigation, administrative proceeding or investigation involving the Company that relates to events, occurrences or conduct occurring (or claimed to have occurred) during the period of the Executive’s employment by the Company. Cooperation will include, but is not limited to:

  • Investment and Availability of Federal Funds Upon mutual agreement between the Fund and the Custodian, the Custodian shall, upon the receipt of Proper Instructions,

  • Minimum Availability Borrower shall have minimum availability immediately following the initial funding in the amount set forth on the Schedule.

  • Conditions to Initial Extension of Credit The agreement of each Lender to make the initial extension of credit requested to be made by it is subject to the satisfaction, prior to or concurrently with the making of such extension of credit on the Closing Date, of the following conditions precedent:

  • CONDITIONS OF INITIAL EXTENSION OF CREDIT The obligation of Bank to extend any credit contemplated by this Agreement is subject to the fulfillment to Bank's satisfaction of all of the following conditions:

  • EFFECTIVENESS; CONDITIONS OF LENDING, ETC The obligation of each Lender to make its Loans and of the Issuing Lender to issue Letters of Credit is subject to the following conditions precedent:

  • Conditions to Initial Extensions of Credit The agreement of each Lender to make the initial extension of credit requested to be made by it is subject to the satisfaction, immediately prior to or concurrently with the making of such extension of credit on the Closing Date, of the following conditions precedent:

  • Availability of Facility Subject to the terms of this Agreement, the facility is available from the date hereof to the Facility Termination Date, and the Borrower may borrow, repay and reborrow at any time prior to the Facility Termination Date. The Commitments shall expire on the Facility Termination Date.

  • Conditions to Each Extension of Credit The agreement of each Lender to make any extension of credit requested to be made by it on any date (including its initial extension of credit) is subject to the satisfaction of the following conditions precedent:

  • Availability of Funds Unless Administrative Agent shall have been notified by any Lender prior to the applicable Credit Date that such Lender does not intend to make available to Administrative Agent the amount of such Lender’s Loan requested on such Credit Date, Administrative Agent may assume that such Lender has made such amount available to Administrative Agent on such Credit Date and Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to Borrower a corresponding amount on such Credit Date. If such corresponding amount is not in fact made available to Administrative Agent by such Lender, Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Credit Date until the date such amount is paid to Administrative Agent, at the customary rate set by Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s demand therefor, Administrative Agent shall promptly notify Borrower and Borrower shall immediately pay such corresponding amount to Administrative Agent together with interest thereon, for each day from such Credit Date until the date such amount is paid to Administrative Agent, at the rate payable hereunder for Base Rate Loans for such Class of Loans. Nothing in this Section 2.5(b) shall be deemed to relieve any Lender from its obligation to fulfill its Term Loan Commitments and Revolving Commitments hereunder or to prejudice any rights that Borrower may have against any Lender as a result of any default by such Lender hereunder.

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