Senior Secured Credit Agreement. (a) On or prior to the Borrowing Date, the Borrower shall have entered into definitive documentation with respect to the Senior Secured Credit Agreement with a syndicate of lenders in an amount that is, together with the proceeds of the incurrence of Loans, sufficient to consummate the Transaction and to pay all related fees and expenses, as contemplated herein. No default or event of default shall have occurred under the Senior Secured Credit Agreement and all material conditions to borrowings thereunder shall have been satisfied without waiver. The loans to be made under the Senior Secured Credit Agreement on the Borrowing Date shall be made no later than simultaneously with the making of the Loans hereunder.
(b) On or prior to the Borrowing Date, there shall have been delivered to the Agent true and correct copies of the Senior Secured Credit Documents and all of the terms and conditions of the Senior Secured Credit Documents shall be reasonably satisfactory in form and substance to the Agent and the Required Lenders.
Senior Secured Credit Agreement. Preamble
Senior Secured Credit Agreement. The Administrative Agent’s receipt of a copy of the Senior Secured Credit Agreement as originally executed and delivered, together with all exhibits and schedules thereto, in form and substance satisfactory to the Administrative Agent and the Lenders and certified by a Responsible Officer of the Parent Borrower as true and complete.
Senior Secured Credit Agreement. In the event that the Administrative Agent, the Borrower and the Issuing Banks (with respect to the Issuing Banks, only to the extent that such Issuing Bank acts in such capacity under the Commitments held by a Defaulting Lender) each agree that such Defaulting Lender has adequately remedied all matters that caused such Lender to be a Defaulting Lender, then the Borrower shall no longer be required to cash collateralize any portion of such Lender’s LC Exposure cash collateralized pursuant to Section 2.17(c)(ii) above and the LC Exposure of the Lenders shall be readjusted to reflect the inclusion of such Lender’s Commitment and on such date such Lender shall purchase at par such of the Loans of the other Lenders as the Administrative Agent shall determine may be necessary in order for such Lender to hold such Loans in accordance with its Applicable Percentage. Subject to Section 9.14 no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a non-Defaulting Lender as a result of such non-Defaulting Lender’s increased exposure following such reallocation.
Senior Secured Credit Agreement. Unless the Administrative Agent otherwise prescribes, (i) notices and other communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that such notice or communication is available and identifying the website address therefor. In no event shall the Administrative Agent or any Lender have any liability to the Borrower or any other Person for damages of any kind (whether in tort, contract or otherwise) arising out of any transmission of communications through the internet, except in the case of direct damages, to the extent such damages are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the fraud, willful misconduct or gross negligence of such relevant Person.
Senior Secured Credit Agreement. Notwithstanding any cross-references in this Agreement to the Senior Secured Credit Agreement, this Agreement and the Senior Secured Credit Agreement are separate and independent agreements and the existence of the cross-references herein shall not be construed in any manner to mean that the claims under the Senior Secured Credit Agreement are “substantially similar” (as defined by section 1122(a) of the bankruptcy code) to this Agreement.
Senior Secured Credit Agreement. The requisite percentage of lenders under the Senior Secured Credit Agreement (as defined in the Prospectus) shall have executed a consent to the transactions contemplated by this Agreement, which consent shall be satisfactory to the Representatives.
Senior Secured Credit Agreement. If an "Event of Default" occurs under and as defined in the Senior Secured Credit Agreement.
Senior Secured Credit Agreement. The Company shall have entered into the Credit Agreement, dated as of the Closing Date, by and among the Parent, the Company, the lenders party thereto and Xxxxx Fargo Foothill, Inc., as Arranger and Administrative Agent, as amended from time to time after the Closing Date (the "Senior Secured Credit Agreement"), which shall have the terms and conditions described in the Offering Memorandum in all material respects, and such agreement shall be in full force and effect, and the closing conditions to the initial borrowings thereunder shall have been satisfied such that simultaneously with the payment for the Securities all borrowings (including letters of credit) requested by the Company to be made on the Closing Date under the Senior Secured Credit Facility shall have been received, which amounts, along with proceeds from the sale by the Company of the Securities, shall be sufficient to effect the refinancing contemplated in the Offering Memorandum under the heading "The refinancing," and the Parent and its subsidiaries shall have taken all actions as may be required to effect the repayment of their existing indebtedness, as contemplated in the Offering Memorandum. The Company shall have provided to the Representative and counsel to the initial purchasers the reasonable opportunity to review, as may be requested, copies of the Senior Secured Credit Agreement and related documents.
Senior Secured Credit Agreement. The Senior Secured Credit Agreement shall be in form and substance reasonably satisfactory to Agents, and the Senior Secured Credit Agreement shall be in full force and effect, no provision of which shall have been amended, supplemented, waived or otherwise modified in any material respect without the prior written consent of Agents, no default of event of default shall have occurred thereunder and Company shall have concurrently with the making of Loans under this Agreement borrowed gross proceeds of not less than $890.0 million thereunder on the Closing Date.
