Common use of Certain Conditions Precedent Clause in Contracts

Certain Conditions Precedent. The availability of all Loans shall be subject to the conditions precedent that GC shall have received, in form and substance satisfactory to GC and its counsel: (i) the Parent Company's Security Agreement, duly executed by the Parent Company; and (ii) the Parent Company's Guaranty, duly executed by the Parent Company. The availability of Loans secured by any U.K. Receivables shall be subject to the conditions precedent that GC shall have received, in form and substance satisfactory to GC and its counsel: (i) a certificate of the Secretary or other appropriate officer of Borrower Affiliate certifying (A) copies of the articles of incorporation and bylaws (or other applicable organizational documents), of the Borrower Affiliate and the resolutions and other actions taken or adopted by the Borrower Affiliate authorizing the execution, delivery and performance of the Borrower Affiliate Security Agreement and Guaranty to which it is a party (the "U.K. Documents"), and (B) the incumbency, authority and signatures of each officer of Borrower Affiliate authorized to execute and deliver the U.K. Documents, and act with respect thereto; and (ii) a favorable legal opinion of U.K. counsel to the Borrower Affiliate as to such matters as GC may reasonably request. The availability of Loans to be secured by any Related Company Receivables shall be subject to the condition precedent that GC shall have received, in form and substance satisfactory to GC and its counsel, evidence that all filings, registrations and recordings have been made in the appropriate governmental offices, and all other action has been taken, which shall be necessary to create, in favor of GC, a perfected first priority pledge of and security interest in the Additional Collateral.