Common use of Solvency Opinion Clause in Contracts

Solvency Opinion. The Administrative Agent shall have received, with a counterpart for each Lender, a solvency opinion reasonably satisfactory to the Agents from an independent valuation firm reasonably satisfactory to the Agents which shall document the solvency of Holdings and its Subsidiaries (including the Borrower) individually and taken together as a single entity, after giving effect to the Asset Contribution, the making of the Loans, the issuance of the Subordinated Debt and the other transactions contemplated hereby and by the Transaction Documents.

Appears in 4 contracts

Samples: Credit Agreement (L 3 Communications Corp), Credit Agreement (L 3 Communications Holdings Inc), Credit Agreement (Southern California Microwave Inc)

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Solvency Opinion. The Administrative Agent shall have received, with a counterpart for each Lender, received a solvency opinion reasonably satisfactory to the Agents in form and substance and from an independent investment bank or valuation firm reasonably satisfactory to the Agents which shall document Administrative Agent to the solvency effect that each of Holdings (a) Holdings, the Borrower and its Subsidiaries the Subsidiary Guarantors, on a consolidated basis, and (including b) the Borrower) individually Borrower and taken together as the Subsidiary Guarantors, on a single entityconsolidated basis, in each case after giving effect to the Asset ContributionRecapitalization Transactions, the making of the Loans, the issuance of the Subordinated Debt and the other transactions contemplated hereby and by the Transaction Documents.are solvent;

Appears in 4 contracts

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp)

Solvency Opinion. The Administrative Agent shall have receivedreceived a written opinion, with a counterpart for each Lender, a solvency opinion reasonably satisfactory to the Agents in form and substance and from an independent valuation investment banking or appraisal firm reasonably satisfactory to the Agents which shall document Administrative Agent, as to the solvency of Holdings and its Subsidiaries (including the Borrower) individually and taken together as Loan Parties on a single entity, consolidated basis after giving effect to the Asset Contribution, the making of the Loans, the issuance of the Subordinated Debt and the other transactions contemplated hereby and by the Transaction DocumentsTransactions.

Appears in 2 contracts

Samples: Credit Agreement (Wh Holdings Cayman Islands LTD), Credit Agreement (Herbalife International Inc)

Solvency Opinion. The Administrative Agent shall have received, with a counterpart copy for each Lender, a solvency an opinion reasonably satisfactory to the Agents from an independent valuation firm reasonably satisfactory to the Agents which shall document Administrative Agent documenting the solvency of Holdings and its Subsidiaries (including the Borrower) individually and taken together as a single entity, Borrowers after giving effect to the Asset Contribution, Recapitalization (including the making fair market value of the Loans, the issuance of the Subordinated Debt Borrower's assets) and the other transactions contemplated hereby and by the Transaction Documentshereby.

Appears in 1 contract

Samples: Credit Agreement (Kirklands Inc)

Solvency Opinion. The Administrative Agent shall have received, with received a counterpart for each Lender, a satisfactory solvency opinion reasonably satisfactory to the Agents from an independent valuation firm reasonably satisfactory to the Agents Administrative Agent which shall document the solvency of Holdings the Borrower and its Subsidiaries (including the Borrower) individually and taken together as a single entity, after giving effect to the Asset Contribution, the making of the Loans, the issuance of the Subordinated Debt Transaction and the other transactions contemplated hereby and by the Transaction Documentshereby.

Appears in 1 contract

Samples: Credit Agreement (Tenneco Automotive Inc)

Solvency Opinion. The Administrative Agent shall have received, with a counterpart for each Lender, received a solvency opinion from Xxxxxx, Xxxxxx & Co., reasonably satisfactory in form and substance to the Agents from an independent valuation firm reasonably satisfactory to Administrative Agent, certifying the Agents which shall document Solvency of the solvency of Holdings US Borrower and its Subsidiaries (including the Borrower) individually and taken together as on a single entityconsolidated basis, after giving effect to the Asset Contribution, the making of the Loans, the issuance of the Subordinated Debt Transactions and the any other transactions transaction contemplated hereby and by the Transaction Documentshereby.

Appears in 1 contract

Samples: Credit Agreement (Allotech International Inc)

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Solvency Opinion. The Administrative Agent shall have received, ---------------- with a counterpart for each Lender, a solvency opinion reasonably satisfactory to the Agents from an independent valuation firm reasonably satisfactory to the Agents which shall document the solvency of Holdings the Borrower and its Subsidiaries (including the Borrower) individually and taken together as a single entity, after giving effect to the Asset ContributionBusiness Combination, the making of the Loans, the issuance of the Subordinated Debt and the other transactions contemplated hereby and by the Transaction Documentshereby.

Appears in 1 contract

Samples: Credit Agreement (LFC Armored of Texas Inc)

Solvency Opinion. The Administrative Agent shall have received, with a counterpart for each Lender, received a solvency opinion reasonably satisfactory to the Agents in form and substance, and from an independent investment bank or valuation firm reasonably satisfactory acceptable to, the Administrative Agent to the Agents which shall document the solvency of effect that, Holdings and its Subsidiaries (including the Borrower) individually and taken together as subsidiaries, on a single entity, consolidated basis after giving effect to the Asset Contribution, Borrowing under the making Facility and the payment of the LoansSpecial Dividend, and the issuance consummation of the Subordinated Debt and other Transactions, are Solvent (the other transactions contemplated hereby and by the Transaction Documents“Solvency Opinion”).

Appears in 1 contract

Samples: Second Lien Credit Agreement (Roundy's Parent Company, Inc.)

Solvency Opinion. The Administrative Agent shall have received, with a counterpart for each Lender, a solvency opinion reasonably satisfactory to the Agents Lenders from an independent valuation firm reasonably satisfactory to the Agents Lenders which shall document the solvency of Holdings the Borrower and its Subsidiaries (including the Borrower) individually and taken together as a single entity, after giving effect to the Asset ContributionAcquisition, the making of the Loans, the issuance of the Subordinated Debt Loans and the other transactions contemplated hereby and by the Transaction Documentshereby.

Appears in 1 contract

Samples: Credit Agreement (Deeptech International Inc)

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