Limited Conditionality Provision definition
Limited Conditionality Provision as defined in Section 4.1.
Limited Conditionality Provision shall have the meaning provided in Section 6.
Limited Conditionality Provision shall have the meaning assigned to such term in Section 5.2.
Examples of Limited Conditionality Provision in a sentence
Subject to the Limited Conditionality Provision, the Administrative Agent shall have received in form and substance reasonably satisfactory to it, evidence that adequate insurance, including without limitation, casualty and liability insurance, required to be maintained under the Agreement is in full force and effect.
Subject in all respects to the Limited Conditionality Provision in the last paragraph of this Section 5.2, the Administrative Agent shall have received an original charge registration form (in Hebrew) (“Form 10”), executed and delivered by the Company (and its officers) and in acceptable form for filing with the Israeli Registrar of Companies.
Subject in all respects to the Limited Conditionality Provision in the last paragraph of this Section 5.2, with respect to the Tranche B Term Loan, all documents and instruments necessary to create and perfect a first priority security interest (subject to liens permitted under the Loan Documents) in the Collateral shall have been delivered by the Loan Parties.
Neither the execution and delivery of the Definitive Agreements by Buyer Parent or Buyer, nor the consummation of the Financing contemplated thereby, nor compliance by Buyer Parent or Buyer with any of the terms or provisions thereof, will result in any breach of, or constitute a default (with or without notice or lapse of time or both) under any debt instruments referred to in the Limited Conditionality Provision (as defined in the Debt Commitment Letter as of the date hereof).
Subject to the Limited Conditionality Provision, all obligations of the Company under the Senior Facilities will be unconditionally guaranteed on a joint and several basis (the “Guarantees”) by (a) the entities that are guarantors under the Existing Credit Agreement and (b) the Target and its subsidiaries that would be required to be guarantors under the Existing Credit Agreement (collectively, the “Guarantors”).
More Definitions of Limited Conditionality Provision
Limited Conditionality Provision means that, to the extent any Collateral (including the grant or perfection of any security interest therein) is not or cannot be provided on the Effective Date (other than the grant and perfection of security interests in (x) assets of the Borrower and any other Loan Party with respect to which a Lien may be perfected solely by the filing of a financing statement under the UCC or (y) Equity Interests, if any, of ▇▇▇▇▇▇ Precision or any wholly-owned Material Domestic Subsidiary of ▇▇▇▇▇▇ Precision with respect to which a Lien may be perfected by the delivery of certificates representing such Equity Interests (to the extent required to be pledged hereunder and received from the Borrower after its use of commercially reasonable efforts to do so)) after the Borrower’s use of commercially reasonable efforts to do so or without undue burden or expense, then the provision of such Collateral (including the grant or perfection of any security interest therein) shall not constitute a condition precedent to the effectiveness of this Agreement on the Effective Date or to the initial funding of Loans on the Effective Date and, notwithstanding any provisions set forth in Section 5.14 to the contrary, such Collateral shall not be required to be provided (including the grant and perfection of any security interest therein) until the ninetieth (90th) day following the Effective Date (or such later date as may be agreed upon by the Administrative Agent in its reasonable discretion).
Limited Conditionality Provision means that, to the extent any Collateral (including the grant or perfection of any security interest therein) is not or cannot be provided on the Effective Date (other than the grant and perfection of security interests in (x) assets of the Company and any other Loan Party with respect to which a Lien may be perfected solely by the filing of a financing statement under the UCC or (y) Equity Interests, if any, of Grand Design or any wholly-owned Pledge Subsidiary of Grand Design with respect to which a Lien may be perfected by the delivery of certificates representing such Equity Interests (to the extent required to be pledged hereunder and received from the Company after its use of commercially reasonable efforts to do so)) after the Company’s use of commercially reasonable efforts to do so or without undue burden or expense, then the provision of such Collateral (including the grant or perfection of any security interest therein) shall not constitute a condition precedent to the effectiveness of this Agreement on the Effective Date and, notwithstanding any provisions set forth in Section 5.14 to the contrary, such Collateral shall not be required to be provided (including the grant and perfection of any security interest therein) until the ninetieth (90th) day following the Effective Date (or such later date as may be agreed upon by the Administrative Agent in its reasonable discretion).
Limited Conditionality Provision the provision set forth on Schedule 1.01(e).
Limited Conditionality Provision has the meaning specified in Section 4.1. “Loan Documents” means this Agreement, the Collateral Documents, the Fee Letters, the ABL Intercreditor Agreement, any Acceptable Intercreditor Agreement or any other intercreditor agreement entered into by the Administrative Agent at any time in connection with this Agreement or any Collateral Document, any Note evidencing any Obligations, and any other agreements, instruments, and documents to which one or more Loan Parties is a party that, for any such other agreement, instrument or document entered into after the Agreement Date, expressly states that it is to be treated as a “Loan Document” hereunder, and any amendments, modifications or supplements hereto or any other Loan Document or waivers hereof or to any other Loan Documents. “Loan Parties” means, collectively, the Borrower and each Guarantor. “London Banking Day” means any day on which dealings in Dollar deposits are conducted by and between banks in the London interbank eurodollar market. “Long-Term Indebtedness” means any Indebtedness that, in accordance with GAAP, constitutes a long-term liability. “Margin Stock” has the meaning set forth in Regulation U of the FRB. “Master Agreement” has the meaning specified in the definition of “Swap Contract”. “Material Adverse Effect” means the effect of any event or circumstance that, taken in conjunction with other events or circumstances, (a) has a material adverse effect on the business, operations, properties, or financial condition of the Borrower and its Restricted Subsidiaries, taken as a whole, on the value of the Collateral, taken as a whole, on the enforceability of any Loan Documents, or on the validity or priority of the Administrative Agent’s Liens on any material portion of the Collateral; (b) creates a material impairment on the ability of any Loan Party to perform its obligations under the Loan Documents, including repayment of any Obligations; or (c) has a material adverse effect on the ability of the Administrative Agent or any Lender to enforce or collect the Obligations or to realize upon any material portion of the Collateral. “Material Contract” means any agreement or arrangement to which any Loan Party or Subsidiary thereof is party (other than the Loan Documents) (a) for which breach, termination, nonperformance or failure to renew could 29
Limited Conditionality Provision means that, to the extent any Collateral (including the grant or perfection of any security interest therein) is not or cannot be provided on the Revolving Commitment Increase Date (other than the grant and perfection of security interests (x) in assets of the Borrower and any other Loan Party with respect to which a Lien may be perfected solely by the filing of a financing statement under the UCC, (y) by intellectual property filings with the United States Patent and Trademark Office or the United States Copyright Office or (z) Equity Interests in any Subsidiary of any Loan Party with respect to which a Lien may be perfected by the delivery of certificates representing such Equity Interests (to the extent required to be pledged under the Loan Documents and received by the Borrower after its use of commercially reasonable efforts to do so)) after the Borrower’s use of commercially reasonable efforts to do so or without undue burden or expense, then the provision of such Collateral (including the grant or perfection of any security interest therein) shall not constitute a condition precedent to the effectiveness of the increase in Commitments on the Revolving Commitment Increase Date and, notwithstanding any provisions set forth in Section 5.09 to the contrary, such Collateral shall not be required to be provided (including the grant and perfection of any security interest therein) until the sixtieth (60th) day following the Revolving Commitment Increase Date (or such later date as may be agreed upon by the Administrative Agent in its reasonable discretion).
Limited Conditionality Provision means that, notwithstanding anything herein to the contrary, the only representations the accuracy of which shall be a condition to the obligation of each Lender to make the initial Loans, of Administrative Agent to issue any Support Agreements on the Closing Date and of any LC Issuer to issue any Lender Letter of Credit on the Closing Date be (A) the Purchase Agreement Representations and (B) the Specified Representations (it being understood that, to the extent any lien search or security interest in any Collateral (other than (A) customary UCC lien searches with respect to the Borrower and the Guarantors in their applicable jurisdictions of organization and (B) a Lien on such Collateral that may be perfected solely (A) by the filing of a financing statement under the Uniform Commercial Code or (B) by the delivery of stock certificates of the Borrower and its material wholly-owned U.S. Subsidiaries (solely to the extent required hereunder)) is not or cannot be provided and/or perfected on the Closing Date after the Borrower’s use of commercially reasonable efforts to do so without undue burden or expense, the provision and/or perfection of security interests in such Collateral or, as the case may be, of such lien searches shall not constitute a condition precedent to the obligation of each Lender to make the initial Loans, of Administrative Agent to issue any Support Agreements on the Closing Date, but shall be required to be delivered, provided, and/or perfected within 60 days after the Closing Date or such longer period as may be agreed by the Administrative Agent.
Limited Conditionality Provision means that, to the extent any Collateral (other than assets of Holdings, the Borrower and domestic Guarantors with respect to which a Lien may be perfected solely by (x) the filing of a financing statement under the Uniform Commercial Code and (y) the delivery of stock certificates and certificated limited liability company interests for the Target and each other Restricted Subsidiary that is a wholly owned Domestic Subsidiary and not an Excluded Subsidiary to the extent delivered to the Borrower by the Target prior to the Second Restatement Effective Date (after the Borrower’s use of commercially reasonable efforts to obtain such certificates)), is not or cannot be perfected on the Second Restatement Effective Date after the Borrower’s use of commercially reasonable efforts to do so or without undue burden or expense, the perfection of such Collateral shall not constitute a condition precedent to the availability of the Tranche B Term Loans on the Second Restatement Effective Date, but such Collateral shall be required to be perfected within 90 days after the Second Restatement Effective Date (subject to extensions as agreed by the Administrative Agent in its reasonable discretion).