THE ORIGINAL BORROWERS Sample Clauses

THE ORIGINAL BORROWERS. Name of Original Borrower Jurisdiction of incorporation Registration number (or equivalent, if any)
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THE ORIGINAL BORROWERS. Name of Original Borrower Registration number (or equivalent, if any) ------------------------- ------------------------------------------- SALTON HOLDINGS LIMITED 00114036 SALTON EUROPE LIMITED 00073700
Sample 1
THE ORIGINAL BORROWERS. EXECUTED as a DEED ) for and on behalf of ) VIRGIN MEDIA INVESTMENT ) /s/ Xxxxxx Xxxx HOLDINGS LIMITED ) Witness’s signature: /s/ Xxxxx Xxx Name: Xxxxx Xxx Address: Xxxxx Xxxxx Xxxxxxx Xxxx Business Park Hook Hampshire RG27 9UP EXECUTED as a DEED ) for and on behalf of ) VIRGIN MEDIA LIMITED ) Witness’s signature: /s/ Xxxxx Xxx Name: Xxxxx Xxx Address: Xxxxx Xxxxx Xxxxxxx Xxxx Business Park Hook Hampshire RG27 9UP EXECUTED as a DEED ) for and on behalf of ) VIRGIN MEDIA WHOLESALE ) /s/ Xxxxxx Xxxx LIMITED ) Witness’s signature: /s/ Xxxxx Xxx Name: Xxxxx Xxx Address: Xxxxx Xxxxx Xxxxxxx Xxxx Business Park Hook Hampshire RG27 9UP EXECUTED as a DEED ) for and on behalf of ) VMIH SUB LIMITED ) /s/ Xxxxxx Xxxx Witness’s signature: /s/ Xxxxx Xxx Name: Xxxxx Xxx Address: Xxxxx Xxxxx Xxxxxxx Xxxx Business Park Hook Hampshire RG27 9UP EXECUTED as a DEED ) for and on behalf of ) VIRGIN MEDIA SFA FINANCE ) /s/ Xxxxxx Xxxx LIMITED ) Witness’s signature: /s/ Xxxxx Xxx Name: Xxxxx Xxx Address: Xxxxx Xxxxx Xxxxxxx Xxxx Business Park Hook Hampshire RG27 9UP EXECUTED as a DEED for and on behalf of By: /s/ Xxxxxx Xxxxxxxx By: /s/ Xxxxxx XxXxxxx EXECUTED as a DEED for and on behalf of By: /s/ Xxxxxx Xxxxx By: /s/ Xxxxx XxXxxxxxx Xxxxxx Xxxxx Xxxxx XxXxxxxxx Vice President Managing Director EXECUTED AS A DEED by ) ) Title: Vice President acting by its authorised signatories ) and ) /s/ Xxxxx XxXxxxxxx ) Title: Managing Partner acting under the authority of that ) company ) Name of witness: Xxxxx Xxxxxxxxx Address of witness: 0 Xxxxx Xxxxxxxxxx Xxxxxx, Xxxxxx XX0X 0XX Occupation of witness: Vice President EXECUTED AS A DEED by ) acting by: ) /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President In the presence of: Witness name: Xxxx Xxxxx Xxxx Witness address: 00X Xxxxxxxxx Xxxx XX0 0XX Xxxxxx Witness occupation: Credit Analyst EXECUTED AS A DEED by ) BNP PARIBAS LONDON BRANCH ) acting by: ) /s/ Xxxxx Xxxxx /s/ Xxxxxxx Xxxxx Name: Xxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director Title: Director In the presence of: Witness name: Xxxxxx Xxxxxxx Witness address: 00X Xxxxxxx Xxxx Xxxx Xxxxxx X00 DH Witness occupation: Banking EXECUTED AS A DEED for and on behalf of By: /s/ Xxxxxxx Xxxx By: /s/ Xxxxxx Xxxxxx EXECUTED AS A DEED by By: /s/ Xxxxxx Xxxxxxx Director By: /s/ Xxxxx Xxxxxxx-Xxxxxx Company Secretary EXECUTED AS A DEED by ) HSBC BANK PLC ) acting by: ) /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director In the presence of: Witness name: Xxxxx Xxxx Witness address: HS...
Sample 1
THE ORIGINAL BORROWERS. LUXOTTICA GROUP S.p.A.
Sample 1
THE ORIGINAL BORROWERS. (a) A copy of each Original Borrower’s constitutional documents. (b) A copy of a resolution of the board of directors of each Original Borrower: (i) approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute the Finance Documents to which it is a party; (ii) authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; and (iii) authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party. (c) A specimen of the signature of each person that signs a Finance Document on behalf of an Original Borrower or that such Original Borrower intends to have sign documents or notices under the Finance Documents. (d) A certificate of each Original Borrower (signed by a director or a Responsible Officer) confirming utilising the Commitments in accordance with this Agreement would not cause any borrowing, guaranteeing or other limit binding on such Original Borrower to be exceeded. (e) A certificate of an authorised signatory of each Original Borrower certifying that each copy document relating to it specified in this Schedule 1 Part 1 (Conditions precedent) is correct, complete and in full force and effect as at the date of this Agreement.
Sample 1
THE ORIGINAL BORROWERS. EXECUTED AS A DEED CEMEX, S.A.B. DE C.V. EXECUTED AS A DEED CEMEX ESPAÑA, S.A. EXECUTED AS A DEED NEW SUNWARD HOLDING B.V. EXECUTED AS A DEED CEMEX MATERIALS LLC EXECUTED AS A DEED CEMEX FINANCE LLC
Sample 1
THE ORIGINAL BORROWERS the Additional Borrower and the Guarantor each acknowledge and agree that the remaining outstanding principal balance of the Substitute Note as of the date hereof is $6,500,000.02 and that said sum is absolutely and unconditionally owing from them to the Bank. The Original Borrowers, the Additional Borrower and the Guarantor further acknowledge and agree that neither they, nor any of them, have any defense or claim of set off against payment of the indebtedness evidenced by the Substitute Note.
Sample 1
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THE ORIGINAL BORROWERS the Lenders and the Agent have heretofore entered into that certain Loan and Security Agreement dated as of October 28, 1997 (as amended, restated, supplemented or otherwise modified from time to time, the "Loan Agreement").
Sample 1
THE ORIGINAL BORROWERS. LUXOTTICA GROUP S.p.A. LUXOTTICA U.S. HOLDINGS CORP.
Sample 1

Related to THE ORIGINAL BORROWERS

  • Additional Borrowers (a) The Parent may from time to time designate one or more wholly-owned Subsidiaries of Parent organized in the United States as an Additional Borrower by delivering to the Agent: (i) all documentation and other customary information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the Patriot Act, that the Agent or any Lender has reasonably requested, including, if such Subsidiary qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, a Beneficial Ownership Certification in relation to such Subsidiary, without any written objection submitted by any Lender or the Agent within five (5) Business Days of its receipt of such documentation and other information; (ii) solely to the extent such Subsidiary is not already a Loan Party, (A) all documents, joinders, supplements, updated schedules, instruments, certificates and agreements and all other actions and information, then required by or in respect of such Subsidiary by Section 5.11 or by the Guaranty and Security Agreement (without giving effect to any grace periods for delivery of such items, the updating of such information or the taking of such actions), (B) a customary opinion of counsel of such Subsidiary and (C) a customary secretary’s certificate attaching such documents as were delivered by the existing Borrowers on the Closing Date; (iii) promissory notes in respect of such Subsidiary in its capacity as Additional Borrower in favor of any Lender requesting such promissory notes, in form and substance consistent with the notes (if any) provided by the existing Borrowers as of the Closing Date; and (iv) a joinder agreement in form and substance reasonably satisfactory to the Agent whereby such Subsidiary becomes party hereto as a Borrower. (b) The designation of any wholly-owned Subsidiary of Parent organized in the United States as an Additional Borrower shall only be effective two (2) Business Days following the delivery of the documents set forth in, and satisfaction of the requirements of, Section 2.2(a).

  • Borrower’s Loan Application Borrower shall be in default if, during the Loan application process, Borrower or any persons or entities acting at the direction of Borrower or with Borrower’s knowledge or consent gave materially false, misleading, or inaccurate information or statements to Lender (or failed to provide Lender with material information) in connection with the Loan. Material representations include, but are not limited to, representations concerning Xxxxxxxx’s occupancy of the Property as Xxxxxxxx’s principal residence.

  • Conditions Precedent to Loans and Letters of Credit 32 Section 3.1 Conditions To Effectiveness.................................................32 Section 3.2 Each Credit Event...........................................................33 Section 3.3 Delivery of Documents.......................................................34

  • Conditions Precedent to All Loans and Letters of Credit In addition to satisfaction or waiver of the conditions precedent contained in Section 6.1, the obligations of (i) Lenders to make any Loans and (ii) the Issuing Bank to issue Letters of Credit are each subject to the further conditions precedent that: (a) no Default or Event of Default shall exist as of the date of the making of such Loan or date of issuance of such Letter of Credit or would exist immediately after giving effect thereto, and no violation of the limits described in Section 2.16 would occur after giving effect thereto; (b) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of the making of such Loan or date of issuance of such Letter of Credit with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder; (c) in the case of the borrowing of Revolving Loans, the Administrative Agent shall have received a timely Notice of Borrowing, in the case of a Swingline Loan, the Swingline Lender shall have received a timely Notice of Swingline Borrowing (or other notice as permitted pursuant to Section 2.5(b)(i) for requesting a Swingline Loan or the borrowing shall be an Automatic Swingline Borrowing pursuant to Section 2.5(b)(ii)), and in the case of the issuance of a Letter of Credit the Issuing Bank and the Administrative Agent shall have received a timely request for the issuance of such Letter of Credit; and (d) that any such borrowing is permitted under any Senior Notes Indebtedness and/or any Senior Notes Indenture relating thereto. Each Credit Event shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of the giving of notice relating to such Credit Event and, unless the Borrower otherwise notifies the Administrative Agent prior to the date of such Credit Event, as of the date of the occurrence of such Credit Event). In addition, the Borrower shall be deemed to have represented to the Administrative Agent and the Lenders at the time any Loan is made or any Letter of Credit is issued that all conditions to the making of such Loan or issuing of such Letter of Credit contained in this Article VI have been satisfied. Unless set forth in writing to the contrary, the making of its initial Loan by a Lender shall constitute a certification by such Lender to the Borrower and to the Administrative Agent, for the benefit of the Administrative Agent and the Lenders, that the conditions precedent for initial Loans set forth in Sections 6.1 and 6.2 that have not previously been waived by the Lenders in accordance with the terms of this Agreement have been satisfied.

  • Conditions Precedent to all Credit Extensions Bank’s obligations to make each Credit Extension, including the initial Credit Extension, is subject to the following conditions precedent: (a) timely receipt of an executed Payment/Advance Form; (b) the representations and warranties in this Agreement shall be true, accurate, and complete in all material respects on the date of the Payment/Advance Form and on the Funding Date of each Credit Extension; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the Credit Extension. Each Credit Extension is Borrower’s representation and warranty on that date that the representations and warranties in this Agreement remain true, accurate, and complete in all material respects; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date; and (c) Bank determines to its satisfaction that there has not been a Material Adverse Change.

  • Conditions Precedent to Each Loan and Letter of Credit The obligation of each Lender on any date (including the Closing Date) to make any Loan and of each L/C Issuer on any date (including the Closing Date) to Issue any Letter of Credit is subject to the satisfaction of each of the following conditions precedent:

  • Additional Loan Parties Upon (i) any Loan Party creating or acquiring any Subsidiary that is a wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary, a FSHCO or a Foreign Subsidiary) after the Closing Date, (ii) any Subsidiary that is a Restricted Subsidiary of a Loan Party ceasing to be an Immaterial Subsidiary, ceasing to be a FSHCO or ceasing to be a Foreign Subsidiary, or (iii) any Subsidiary that is an Unrestricted Subsidiary becoming a wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary, a FSHCO or a Foreign Subsidiary) pursuant to Section 6.11, such Loan Party shall, to the extent that it does not violate any Gaming Law or, if necessary, has received the approval of the applicable Gaming Authority, (A) cause each such Restricted Subsidiary (other than an Immaterial Subsidiary, a FSHCO or a Foreign Subsidiary) to promptly (but in any event within 90 days after the later of such event described in clause (i); (ii) or (iii) above or receipt of such approval (or such longer period of time as Administrative Agent may agree to in its reasonable discretion or as required to obtain any necessary Gaming Approval)), execute and deliver a Guaranty and all such other documents and certificates as Administrative Agent may reasonably request in order to have such Restricted Subsidiary become a Guarantor and (B) deliver to the Administrative Agent all legal opinions reasonably requested by the Administrative Agent relating to the matters described above covering matters similar to those covered in the opinions delivered on the Closing Date with respect to such Guarantor; provided that, notwithstanding anything in this Section 6.08 to the contrary, any Immaterial Subsidiary that is a guarantor of any Material Indebtedness of the Borrower or the Restricted Subsidiaries shall be required to be a Guarantor until such time as its guaranty of such Material Indebtedness is released (at which time it shall be released by the Administrative Agent from the Guaranty on the request of the Borrower without further action by the Creditor Parties). To the extent approvals of any Gaming Authorities for any actions required by this Section are required by applicable Gaming Laws, the Borrower and/or applicable Loan Party shall, at their own expense, use commercially reasonable efforts to promptly (as reasonably determined by the Borrower in good faith) apply for and to pursue such approvals.

  • Amendments to Original Credit Agreement On the Effective Date, the Original Credit Agreement shall be amended as follows: (a) Section 1.02 of the Original Credit Agreement shall be amended by adding the following definitions in appropriate alphabetical order:

  • Conditions Precedent to All Credit Events The obligation of each Lender to make Loans (including Loans made on the Initial Borrowing Date), and the obligation of each Issuing Lender to issue Letters of Credit (including Letters of Credit issued on the Initial Borrowing Date), is subject, at the time of each such Credit Event (except as hereinafter indicated), to the satisfaction of the following conditions:

  • Amendments to the Original Agreement (a) of the Original Agreement is hereby deleted and replaced in its entirety to read as follows:

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