Conditions Precedent to Conversion Sample Clauses

Conditions Precedent to Conversion. The conversion of all or a portion of the Variable Facility Commitment to the Fixed Facility Commitment is subject to the satisfaction of the following conditions precedent on or before the Closing Date: (a) After giving effect to the requested conversion, the Coverage and LTV Tests will be satisfied; (b) Prepayment by the Borrower in full of any Variable Advances Outstanding which the Borrower has designated for payment, together with any associated prepayment premiums and other amounts due with respect to the prepayment of such Variable Advances; (c) The receipt by the Lender of an endorsement to each Title Insurance Policy, amending the effective date of the Title Insurance Policy to the Closing Date and showing no additional exceptions to coverage other than the exceptions shown on the Initial Closing Date and other exceptions approved by the Lender; (d) Receipt by the Lender of one or more counterparts of each Conversion Document, dated as of the Closing Date, signed by each of the parties (other than the Lender) who is a party to such Conversion Document; and (e) The satisfaction of all applicable General Conditions set forth in Article XI.

Conditions Precedent to Conversion. The conversion of all or a portion of a SARM Variable Advance to a Fixed Advance is subject to Lender’s determination that each of the following conditions precedent has been satisfied: (a) Receipt by Lender of the fully executed Conversion Request; (b) After giving effect to the requested conversion, the Coverage and LTV Tests shall be satisfied; (c) The provisions of Section 1.06, Section 1.07 and Section 1.08 shall be satisfied; (d) Prepayment by Borrower of any Variable Advances Outstanding that Borrower has designated for payment, together with any other amounts due with respect to the prepayment of such Variable Advances; provided that, subject to the terms of Section 1.07(c), there shall be no associated prepayment premiums due in connection with a conversion pursuant to the terms of Section 1.06, Section 1.07 and Section 1.08 of this Agreement; (e) Receipt by Lender of an endorsement to each Title Insurance Policy, amending the effective date of the Title Insurance Policy to the Closing Date and showing no additional exceptions to coverage other than the exceptions shown on the Initial Closing Date and other exceptions approved by Lender; and (f) Receipt by Lender of one (1) or more executed, original counterparts of each Conversion Document, dated as of the Closing Date, each of which shall be in full force and effect and in form and substance reasonably satisfactory to Lender in all respects, signed by each of the parties (other than Lender) to such Conversion Document. Colonial/ Grandbridge — Master Credit Facility Agreement

Conditions Precedent to Conversion. The conversion of all or a portion of the Variable Loan to a Fixed Loan is subject to the satisfaction of the following conditions precedent on or before the Closing Date: (a) Receipt by Lender of the fully executed Conversion Request; (b) After giving effect to the requested conversion, the Coverage and LTV Tests will be satisfied; (c) If required by Lender, receipt by Lender of an endorsement to each Title Insurance Policy, amending the effective date of the Title Insurance Policy to the Closing Date and showing no additional exceptions to coverage other than the exceptions shown on the Initial Closing Date, Permitted Liens and other exceptions approved by Lender; and (d) Receipt by Lender of one (1) or more executed, original counterparts of all Conversion Documents, dated as of the Closing Date, each of which shall be in full force and effect and in form and substance reasonably satisfactory to Lender in all respects.

Conditions Precedent to Conversion. The conversion of all or a portion of the Variable Facility Commitment to the Fixed Facility Commitment is subject to the satisfaction of the following conditions precedent on or before the Closing Date: (a) After giving effect to the requested conversion, the Coverage and LTV Tests will be satisfied; (b) Prepayment by Borrower in full of any Variable Advances Outstanding which Borrower has designated for payment, together with other amounts due with respect to the prepayment of such Variable Advances; and (c) Receipt by Lender of one or more counterparts of each Conversion Document, dated as of the Closing Date, signed by each of the parties (other than Lender) to such Conversion Document.

Conditions Precedent to Conversion. The right of the ---------------------------------- Borrowers to convert all or a portion of the Revolving Facility Credit Commitment to the Base Facility Credit Commitment and the obligation of the Lender to deliver the Conversion Documents on the Closing Date are subject to the following conditions precedent: SECTION 5.04 (a) Either: (1) on the date on which the closing of the Conversion Request occurs: (i) one or more of the Borrowers shall have requested and shall have received a Base Facility Advance which is allocable to the increase in the Base Facility Credit Commitment requested in the Conversion Request in an amount as to each such Borrower requested by the Borrowers and approved by the Lender in its discretion; and (ii) the Coupon Rate for such Base Facility Advance is equal to or less than the Underwriting Rate; or (2) after giving effect to the requested conversion: (i) the Aggregate Facility Debt Service Coverage Ratio for the Trailing 12 Month Period is not less than the Minimum Aggregate Facility Debt Service Coverage Ratio for the Trailing 12 Month Period; (ii) the Aggregate Facility Debt Service Coverage Ratio for the Trailing Three Month Period is not less than the Minimum Aggregate Facility Debt Service Coverage Ratio for the Trailing Three Month Period; and (iii) the Aggregate Loan to Value Ratio for the Trailing 12 Month Period is not greater than the Maximum Aggregate Loan to Value Ratio for the Trailing 12 Month Period.

Conditions Precedent to Conversion. Borrower's right to convert, ---------------------------------- renew and extend the outstanding, unpaid principal amount of the Acquisition and Construction Loan into a Term Loan on the Conversion Date in accordance with this Section 2.07 is expressly subject to the separate satisfaction as of the ------------ Conversion Date of each of the following conditions: (1) No Event of Default shall exist under this Agreement or any of the Loan Documents; (2) Borrower shall be in compliance with each of the requirements set forth in Sections 2.02 through 2.06 and in Article III of this Agreement; -------------------------- ----------- (3) Borrower shall have executed and delivered to Bank a fully completed Term Note in the form attached hereto as Exhibit "E" in renewal and extension, but not novation or discharge of, the Acquisition and Construction Loan Note, in an aggregate original principal amount equal to the outstanding principal balance of the Acquisition and Construction Loan Note; (4) Bank shall have received a report from Borrower, and if Bank has required the services of an Inspecting Consultant, then also from Bank's Inspecting Consultant, certifying that all Construction Funds theretofore disbursed to Borrower have been used in accordance with the Budget, and that the Improvements have been acquired, installed, constructed and completed satisfactorily in accordance with the Plans and Specifications and the terms of the Construction Contract; (5) Bank shall have received a copy of all Certificates of Occupancy necessary to occupy the Project from the appropriate governmental authority indicating that the Improvements have been completed and have been approved for occupancy; (6) The Work under the Construction Contract shall have reached Substantial Completion and a certificate of completion shall have been provided to the Bank from the Contractor indicating that the Improvements have been constructed and completed in accordance with the Plans and Specifications and that the Improvements are open and operating as designed; (7) All representations and warranties of Borrower set forth in this Agreement remain true and correct and Bank shall have received any and all additional documents, certificates and instruments as may be reasonably requested; and (8) In the event any portion of the Improvements including, without limitation, furniture, fixtures and Equipment, are to be leased by Borrower from third parties, Borrower, before executing any lease regar...

Conditions Precedent to Conversion. The Conversion is subject to the satisfaction of the following conditions (collectively, the “Conversion Conditions”): 2.2.1 Receipt by Investor of evidence that merger control clearance by the German Federal Cartel Office (the “Bundeskartellamt”) has been obtained or such clearance is deemed to have been obtained under the German Act Against Restraints of Competition (“GWB”), in particular because of lapse, expiration or termination of the waiting period or because jurisdiction has been declined, without the transactions contemplated hereby having been prohibited by the Bundeskartellamt. 2.2.2 Expiration of all applicable waiting periods under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Acts of 1976, as amended (the “HSR Act”). The Company and Investor shall each use their commercially reasonable efforts to obtain the required approvals, consents, actions or nonactions, and/or the expiration or termination of applicable waiting periods under the HSR Act and GWB with respect to the Agreement, including using commercially reasonable efforts to make an appropriate response as promptly as reasonably practicable to any requests for additional information or documents by such government regulator. The Company and Investor shall cooperate with one another in connection with any such filing and in connection with resolving any investigation or other inquiry of any government regulator to achieve the satisfaction of the Conversion Conditions as soon as practicable after the Effective Date. The Company and Investor shall jointly determine and direct the strategy and process by which the parties will seek required approvals. To the extent not prohibited by law, the Company and Investor each shall furnish to the other party information reasonably required to resolve and respond to any such investigation, shall give each other reasonable prior notice of any communication with any government regulator and permit representatives of the other party to attend any such meeting or teleconference, and shall provide reasonable opportunity to review in advance and comment on drafts of filings and submissions. For the avoidance of doubt, neither the Company nor Investor shall be obliged to accept any remedies (i.e., conditions, obligations or other requirements, including, but not limited to any requirement to sell, license, assign, transfer, divest, hold separate or otherwise dispose of any assets, business or portion of its business, conduct, restrict operate, invest or othe...

Conditions Precedent to Conversion. This Agreement executed by the members of the Group party to this Agreement.

Conditions Precedent to Conversion. The conversion of all or a portion of any Variable Advance to a Fixed Advance is subject to the satisfaction of the following conditions precedent on or before the Closing Date: (a) After giving effect to the requested conversion, the Coverage and LTV Tests will be satisfied; (b) To the extent not rate locked or spread locked prior to closing pursuant to an early rate lock certificate, delivery by Lender to Borrower of the Rate Form for the extended Advance; (c) Prepayment by Borrower in full of any Variable Advances Outstanding which Borrower has designated for payment, together with other amounts due with respect to the prepayment of such Variable Advances; and (d) Receipt by Lender of one or more counterparts of each Conversion Document, dated as of the Closing Date, signed by each of the parties (other than Lender) to such Conversion Document.