CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender to make an Advance as part of any Borrowing (including the initial Borrowing) that would increase the aggregate principal amount of Advances outstanding hereunder shall be subject to the further conditions precedent that on the date of such Advance: (a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true): (i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date; (ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and (iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment. (b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 2 contracts
Sources: Credit Agreement (Jersey Central Power & Light Co), Credit Agreement (Jersey Central Power & Light Co)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial BorrowingAdvance hereunder) that is subject to the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrower and the Restricted Subsidiaries under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as of the time of such Advance, shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall then exist or be caused thereby;
(b) With respect to Advances which, if funded, would increase the aggregate principal amount of Advances Loans outstanding hereunder hereunder, the Administrative Agent shall be subject to have received a duly executed Request for Advance and in the further conditions precedent that on the date case of such Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance other Advances, notice as required by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such dateArticle 2 hereof;
(iic) No event has occurred and is continuing, or would result from such Borrowing or from the application Each of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered to the Administrative Agent copies of and the Lenders shall have received all such other approvals and certificates, reports, statements, opinions of counsel or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request;
(d) With respect to any Advance relating to any Acquisition, Investment or the formation of any Restricted Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition, Investment, or formation of a new Restricted Subsidiary as are described in Section 5.13 hereof or otherwise required herein; and
(e) There shall have occurred no event which could have a Materially Adverse Effect.
Appears in 2 contracts
Sources: Loan Agreement (Western Wireless Corp), Loan Agreement (Western Wireless Corp)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Bank for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Credit Parties under this Agreement and the other Loan Documents (other than those that expressly relate to an earlier date), which, pursuant to Section 4.01 hereof 5.3, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since September 30, 2008, there shall have been no change that has occurred and is continuing, had or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or bothreasonably expected to have a Materially Adverse Effect; and
(iiic) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances There shall not exceed exist on the aggregate amount date of such Advance and after giving effect thereto, a Default. The Borrowers hereby agree that the delivery of any Request for Advance hereunder or any telephonic request for an Advance hereunder shall be deemed to be the certification of the Commitments then Authorized Signatory thereof that all of the conditions set forth in effect this Section 4.2 have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, such conditions may be waived by the requisite Lenders under Section 11.12, and, (B) in any event the aggregate outstanding principal amount of Advances made by any Lender shall not exceed Required Lenders may waive the amount of such Lender’s Commitmentcondition set forth in Section 4.2(c).
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 2 contracts
Sources: Credit Agreement (Haverty Furniture Companies Inc), Credit Agreement (Haverty Furniture Companies Inc)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial BorrowingAdvance hereunder) that would increase the aggregate principal amount of Advances outstanding hereunder shall be is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower and the Subsidiaries under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.01 hereof 4.2 hereof, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time in all material respects, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such dateAdvance;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The incumbency of persons authorized by the Borrower to sign documents shall have be as stated in the certificate of incumbency delivered pursuant to Section 3.1(a) or as subsequently modified and reflected in a certificate of incumbency delivered to the Administrative Agent copies and each of such other approvals the Lenders;
(c) There shall not exist, on the date of the making of the Advance and documents as after giving effect to the proceeds of the Advance, a Default or an Event of Default hereunder, and the Administrative Agent shall have received a Request for Advance signed by an Authorized Signatory so certifying;
(d) With respect to any Advance relating to any Acquisition, Investment or the formation of any Lender (through Subsidiary which is permitted hereunder, the Administrative AgentAgent and the Lenders shall have received such documents and instruments relating to such Acquisition, Investment, or formation of a new Subsidiary as are described in Section 5.13 hereof or otherwise required herein;
(e) The Administrative Agent shall have received a duly executed Request for Advance which shall include calculations demonstrating compliance with Sections 7.10, 7.11, 7.12 and 7.13 hereof and certification that since the last day of the fiscal quarter of the Borrower most recently ended, no event has occurred which could have a Materially Adverse Effect;
(f) The Administrative Agent shall have received financial statements of the Borrower demonstrating compliance with Sections 7.8 and 7.9 for the immediately preceding fiscal quarter; and
(g) The Administrative Agent and each of the Lenders shall have received all such other certificates, reports, statements, opinions of counsel or other documents as it may reasonably request. The Borrower hereby agrees that the delivery of any Request for Advance hereunder shall be deemed to be the certification of the Authorized Signatory of the Borrower as to the matters set forth in this Section 3.2.
Appears in 2 contracts
Sources: Loan Agreement (Cellnet Data Systems Inc), Loan Agreement (Cellnet Data Systems Inc)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Banks for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower Parties under this Agreement and the other Loan Documents, which, pursuant to Section 4.01 hereof 5.4, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since January 30, 2016, there shall have been no change that has occurred had or could be reasonably expected to have a Materially Adverse Effect;
(c) There shall not exist on the date of such Advance and is continuingafter giving effect thereto, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or botha Default; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(bd) The Borrower Administrative Agent and the Lenders shall have delivered to the Administrative Agent copies of received all such other approvals and certificates, reports, statements, opinions of counsel, or other documents as the Administrative Agent or any Lender (through the Administrative Agent) Lenders may reasonably requestrequest and all other conditions to the making of such Advance which are set forth in this Agreement shall have been fulfilled. The Borrowers hereby agree that the delivery of any Request for Advance hereunder or any telephonic request for an Advance hereunder shall be deemed to be the certification of the Authorized Signatory thereof that all of the conditions set forth in this Section 4.2 have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, such conditions may be waived by the requisite Lenders under Section 11.12.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of the Lenders to make, Convert or Continue each Lender Advance on or after the Agreement Date is subject to make an the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as of the time of such Advance as part (except to the extent previously fulfilled in accordance with the terms hereof and to the extent relating specifically to a specific prior date), shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any Borrowing updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall then exist or be caused thereby.
(including the initial Borrowingb) that With respect to Advances which, if funded, would increase the aggregate principal amount of Advances the Loans outstanding hereunder hereunder, the Administrative Agent shall be subject to the further conditions precedent that on the date of such have received a duly executed Request for Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(bc) The Borrower Administrative Agent and the Lenders shall have delivered to the Administrative Agent copies of received all such other approvals and certificates, reports, statements, opinions of counsel (if such Advance is in connection with an Acquisition) or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
(d) With respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received certified documents and instruments relating to such Acquisition or such formation of a new Subsidiary as are described in Section 5.13 hereof or otherwise required herein.
(i) There shall not exist any action, suit, proceeding or investigation pending against, or, to the knowledge of the Borrower, threatened against or in any manner relating adversely to, the Borrower, any of its Subsidiaries, any of their respective properties or the transactions contemplated hereby, and (ii) no event shall have occurred and no condition exist, in each case, which, in the reasonable judgment of the Required Lenders, has had or could be expected to have a Materially Adverse Effect.
(f) On the date of such Advance, after giving effect to the Advance requested, the Borrower shall be in compliance on a pro forma basis with the covenants set forth in Sections 7.8, 7.9, 7.10, 7.11, 7.12, 7.13 and 7.14 hereof and that no Default or Event of Default shall be caused hereunder by such Advance. The acceptance of proceeds of any Advance which would increase the aggregate principal amount of Loans outstanding shall be deemed to be a representation and warranty by the Borrower as to compliance with this Section 3.2 on the date any such Loan is made.
Appears in 1 contract
Sources: Loan Agreement (Gray Communications Systems Inc /Ga/)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial Borrowingother than in connection with a Continuation or Conversion) that would increase the aggregate principal amount of Advances outstanding hereunder shall be is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements all of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower’s Subsidiaries, if any), which, pursuant to Section 4.2 hereof, are made at and as of the time of such Advance (except to the extent previously fulfilled in accordance with the terms hereof and to the extent relating specifically to a specific prior date), shall be true (and each of correct at such time in all material respects, both before and after giving effect to the giving of the applicable Notice of Borrowing and the acceptance by the Borrower application of the proceeds of such BorrowingAdvance, and after giving effect to any updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall constitute then exist or be caused thereby;
(b) the Administrative Agent shall have received a duly executed Request for Advance;
(c) with respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition or formation of a new Subsidiary as are described in Section 5.12 hereof or otherwise required herein on or before the requested funding date;
(d) no event shall have occurred and no condition shall exist which has had or could reasonably be expected to have a Materially Adverse Effect; and
(e) on the date of such Request for Advance, after giving effect to such Advance, the Borrower shall be in compliance on a pro forma basis with the covenants set forth in Sections 7.8 and 7.9 of this Agreement. The acceptance of proceeds of any Advance (other than a Continuation or a Conversion) shall be deemed to be a representation and warranty by the Borrower that as to compliance with this Section 3.2 on the date of any such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and Loan is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitmentmade.
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
Sources: Loan Agreement (BGF Industries Inc)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of the Lenders to make each Advance and the Swing Line Lender to make an a Swing Line Advance is subject to the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance or Swing Line Advance:
(a) All of the representations and warranties under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as part of the time of such Advance or Swing Line Advance, shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance or Swing Line Advance and after giving effect to any Borrowing updates to information provided to the Lenders in accordance with the terms of such representations and warranties and no Default shall then exist or be caused thereby;
(including the initial Borrowingb) that With respect to Advances which, if funded, would increase the aggregate principal amount of Advances Loans outstanding hereunder hereunder, the Funding Agent shall be subject to the further conditions precedent that on the date of such have received a duly executed Request for Advance or Request for Swing Line Advance:, as applicable;
(ac) The following statements shall be true (and each Each of the giving of the applicable Notice of Borrowing Co-Administrative Agents and the Lenders shall have received all such other certificates, reports, statements, opinions of counsel or other documents as the Co-Administrative Agents or any Lender may reasonably request; and
(d) There shall have occurred no Materially Adverse Effect. The acceptance by the Borrower of the proceeds of such Borrowing, any Loans which would increase the aggregate dollar amount of the Loans outstanding shall constitute be deemed to be a representation and warranty by the Borrower that as to compliance with this Section 3.2 on the date of any such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and Loan is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitmentmade.
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial Borrowing) that would increase the aggregate principal amount of Advances outstanding hereunder shall be is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrowers under this Agreement, which, pursuant to Section 4.01 hereof 4.2 hereof, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time in all material respects, both before and after giving effect to such Borrowing the making of the Advance and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.Advance;
(b) The Borrower incumbency of the Authorized Signatories shall have be as stated in the certificate of incumbency contained in each Borrower's loan certificate delivered pursuant to Section 3.1(a) hereof or as subsequently modified and reflected in a certificate of incumbency delivered to the Administrative Agent copies and the Lenders;
(c) With respect to Advances which, if funded, would increase the aggregate amount of such other approvals and documents as Loans outstanding hereunder, the Administrative Agent and the Lenders shall have received a duly executed Request for Advance; and
(d) There shall not exist, on the date of the making of the Advance and after giving effect thereto, a Default hereunder, and, with respect to Advances other than the initial Advance, since the date of the immediately preceding Advance which increased the outstanding principal amount of the Loans hereunder, if any, there shall not have occurred any event which could have or any Lender (through the Administrative Agent) may reasonably requestwhich has had a Materially Adverse Effect.
Appears in 1 contract
Sources: Loan Agreement (Charter Communications Southeast Holdings Lp)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of the Lenders to make, Convert or Continue each Lender Advance on or after the Agreement Date is subject to make an the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as of the time of such Advance as part (except to the extent previously fulfilled in accordance with the terms hereof and to the extent relating specifically to a specific prior date), shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any Borrowing updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall then exist or be caused thereby.
(including the initial Borrowingb) that With respect to Advances which, if funded, would increase the aggregate principal amount of Advances the Loans outstanding hereunder hereunder, the Administrative Agent shall be subject to the further conditions precedent that on the date of such have received a duly executed Request for Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(bc) The Borrower Administrative Agent and the Lenders shall have delivered to the Administrative Agent copies of received all such other approvals and certificates, reports, statements, opinions of counsel (if such Advance is in connection with an Acquisition) or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
(d) With respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received certified documents and instruments relating to such Acquisition or such formation of a new Subsidiary as are described in Section 5.13 hereof or otherwise required herein.
(i) There shall not exist any action, suit, proceeding or investigation pending against, or, to the knowledge of the Borrower, threatened against or in any manner relating adversely to, the Borrower, any of its Subsidiaries, any of their respective properties or the transactions contemplated hereby, and (ii) no event shall have occurred and no condition exist, in each case, which, in the reasonable judgment of the Required Lenders, has had or could be expected to have a Materially Adverse Effect.
(f) On the date of such Advance, after giving effect to the Advance requested, the Borrower shall be in compliance on a pro forma basis with the covenants set forth in Sections 7.8, 7.9, 7.10 and 7.11 hereof and that no Default or Event of Default shall be caused hereunder by such Advance. The acceptance of proceeds of any Advance which would increase the aggregate principal amount of Loans outstanding shall be deemed to be a representation and warranty by the Borrower as to compliance with this Section 3.2 on the date any such Loan is made.
Appears in 1 contract
Sources: Loan Agreement (Gray Communications Systems Inc /Ga/)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender to make an Advance as part of any Borrowing (including the initial BorrowingAdvance) that would increase the aggregate principal amount of Advances outstanding hereunder shall be subject to the following further conditions precedent that on the date of such Advanceprecedent:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The Borrower shall have duly delivered a Notice of Borrowing in accordance with the requirements hereof;
(ii) At the time of and immediately after giving effect to the Advance, each of the representations and warranties contained in Section 4.01 hereof 4 (Representations and Warranties) shall be true and correct in all material respects, except to the extent any such representations and warranties specifically refer to an earlier date, in which case they are true and correct on and in all material respects as of such date; provided that in each case any such representation and warranty that contains qualifications as to “materiality”, “Material Adverse Effect” or similar language, shall be true and correct in all respects;
(iii) At the date time of and immediately after giving effect to the Advance, no Default or Event of Default has occurred and is continuing or would result from such BorrowingAdvance;
(1) The Total Exposure Amount will not exceed the lesser of (x) the Facility Amount and (y) the Target Exposure Amount, before and (2) the Asset Coverage shall not be less than the Minimum Asset Coverage immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such dateAdvance;
(iiv) No event has occurred The Transaction and is continuingsuch Advance (1) are permitted by the laws and regulations of each jurisdiction to which Borrower, Agent and Lender are subject, (2) are permitted under Borrower’s Formation Documents and Prospectus, (3) do not violate any order, writ, judgment, injunction, determination or would result from such Borrowing decree of any Governmental Authority and (4) will not subject Agent or from the application of the proceeds therefrom, that constitutes an Event of Default Lender to any unreimbursed penalty or would constitute an Event of Default but for the requirement that notice be given liability under or time elapse pursuant to any applicable law or bothregulation; and
(iiivi) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment[Redacted].
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
Sources: Credit Agreement (BlackRock Hedge Fund Guided Portfolio Solution)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation obligations of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial BorrowingAdvances) that would increase the aggregate principal amount of Advances outstanding hereunder shall be is subject to the further conditions precedent that on satisfaction of all of the date of such Advancefollowing additional conditions:
(a) The following statements the Administrative Agent and the Lenders shall have received timely and properly completed notices under Sections 2.01(b), 2.02(c), 2.03(c) or 2.04(b), as appropriate;
(b) there shall not have been any Regulatory Change which would render the transactions contemplated hereby unlawful;
(c) no Default or Event of Default shall have occurred and be continuing or will exist upon advancing the requested Advances; and
(d) all the representations and warranties set forth in Section 3 hereof, in Section 5 of the Warehousing and Discretionary Security Agreement and in Section 5 of the Servicing and Working Capital Security Agreement shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, in all material respects as though made on and as of such date;
(ii) No event has occurred and is continuingthe Effective Date, the applicable Servicing Advance Date, Warehousing Advance Date, Working Capital Advance Date or would result from such Borrowing or from the application of the proceeds therefromDiscretionary Advance Date, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or bothas appropriate; and
(iiie) Immediately following such Borrowingwith respect to the making of any requested Servicing Advances, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered to the Administrative Agent copies of shall have received such other approvals amendments to the Servicing and documents Working Capital Security Agreement, any existing Uniform Commercial Code financing statements and any existing Acknowledgement Agreements and such additional financing statements and Acknowledgement Agreements as the Administrative Agent may request in order to establish, maintain or any Lender (through perfect its security interest for the Administrative Agent) may reasonably requestbenefit of the Lenders in the portion of the Servicing Portfolio to be acquired with the proceeds of such Servicing Advances.
Appears in 1 contract
Sources: Credit Agreement (Harbourton Financial Services L P)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including which increases the initial Borrowing) that would increase the aggregate principal amount of Advances the Loans outstanding hereunder shall be is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower under this Agreement, which, pursuant to Section 4.01 hereof 4.2 hereof, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time in all material respects, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such dateAdvance;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower incumbency of the Authorized Signatories shall have be as stated in the certificate of incumbency delivered in the Borrower's loan certificate pursuant to Section 3.1(a)(viii) or as subsequently modified and reflected in a certificate of incumbency delivered to the Administrative Agent copies and each of such other approvals the Lenders; and
(c) There shall not exist, on the date of the making of the Advance and documents as after giving effect thereto, a Default or an Event of Default hereunder and the Administrative Agent shall have received a Request for Advance so stating. The Lenders may, without waiving the foregoing conditions (a) through (c), consider each of them fulfilled and a representation by the Borrower to such effect made (but only with respect to Advances made under Section 2.2(b)(ii) or any Lender (through Section 2.2(c)(ii) which increase the Administrative Agentprincipal amount of the Loans outstanding) may reasonably requestif no written notice to the contrary, dated the date of such Advance, is received by the Lenders from the Borrower prior to the making of such Advance.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Banks for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower Parties under this Agreement and the other Loan Documents, which, pursuant to Section 4.01 hereof 5.4, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since February 2, 2019, there shall have been no change that has occurred and is continuing, had or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice could be given or time elapse or bothreasonably expected to have a Materially Adverse Effect; and
(iiic) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances There shall not exceed exist on the aggregate amount date of such Advance and after giving effect thereto, a Default. The Borrowers hereby agree that the delivery of any Request for Advance hereunder shall be deemed to be the certification of the Commitments Authorized Signatory thereof that all of the conditions set forth in this Section 4.2 have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered deliver to the Administrative Agent copies of notice thereof and such other approvals and documents as conditions may be waived by the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequisite Lenders under Section 11.12.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation obligations of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial BorrowingAdvance hereunder and any Advance of the Swing Loans, but excluding any Advance the proceeds of which are to reimburse (x) that would increase the aggregate principal amount Swing Loan Lender for Swing Loans or (y) any Issuing Bank for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit)) of the Loans is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements Administrative Agent, or in the case of a Swing Loan, the Swing Loan Lender, shall have received a duly executed and completed Request for Advance or Swing Loan Request, as applicable, signed by an Authorized Signatory of the Borrower, which Request for Advance or Swing Loan Request, as applicable, shall (i) certify that, after giving effect to the requested Advance, no Default or Event of Default shall then exist, (ii) certify that, as of the date of the requested Advance and after giving effect to the application of proceeds thereof, the representations and warranties in Section 5.1 hereof shall be true and correct in all material respects, except to the extent any representation or warranty is made solely as of the Agreement Date, (iii) certify that, as of the date of the requested Advance, there shall exist no litigation commenced against any of the Borrower Parties since the Agreement Date, which, if such litigation could reasonably be expected to be determined adversely to any such Company, could reasonably be expected to have a Materially Adverse Effect, and (iv) provide calculations demonstrating compliance with Sections 8.8 and 8.9 hereof before and after giving effect to the requested Advance.
(b) There shall have occurred no event which has had or could reasonably be expected to have a Materially Adverse Effect since the date of the most recent audited financial statements provided to the Credit Parties.
(c) Each Request for Advance and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, Swing Loan Request shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and made as of the date time of requesting such Advance that the conditions specified in this Section 4.2 have been fulfilled as of the time of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s CommitmentAdvance.
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Bank for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Credit Parties under this Agreement and the other Loan Documents (other than those that expressly relate to an earlier date), which, pursuant to Section 4.01 hereof 5.3, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since December 31, 2010, there shall have been no change that has occurred and is continuing, had or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or bothreasonably expected to have a Materially Adverse Effect; and
(iiic) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances There shall not exceed exist on the aggregate amount date of such Advance and after giving effect thereto, a Default. The Borrowers hereby agree that the delivery of any Request for Advance hereunder or any telephonic request for an Advance hereunder shall be deemed to be the certification of the Commitments then Authorized Signatory thereof that all of the conditions set forth in effect this Section have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, such conditions may be waived by the requisite Lenders under Section 11.12, and, (B) in any event the aggregate outstanding principal amount of Advances made by any Lender shall not exceed Required Lenders may waive the amount of such Lender’s Commitmentcondition set forth in Section 4.2(c).
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Banks for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower Parties under this Agreement and the other Loan Documents, which, pursuant to Section 4.01 hereof 5.4, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since January 28, 2012, there shall have been no change that has occurred had or could be reasonably expected to have a Materially Adverse Effect;
(c) There shall not exist on the date of such Advance and is continuingafter giving effect thereto, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or botha Default; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(bd) The Borrower Administrative Agent and the Lenders shall have delivered to the Administrative Agent copies of received all such other approvals and certificates, reports, statements, opinions of counsel, or other documents as the Administrative Agent or any Lender (through the Administrative Agent) Lenders may reasonably requestrequest and all other conditions to the making of such Advance which are set forth in this Agreement shall have been fulfilled. The Borrowers hereby agree that the delivery of any Request for Advance hereunder or any telephonic request for an Advance hereunder shall be deemed to be the certification of the Authorized Signatory thereof that all of the conditions set forth in this Section 4.2 have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, such conditions may be waived by the requisite Lenders under Section 11.12.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of the Lenders to make each Advance and the Swing Line Lender to make an Advance as part of any Borrowing (including Swing Line Advances on or after the initial Borrowing) that would increase Agreement Date which increases the aggregate principal amount of Advances the Loans outstanding hereunder shall be is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance or Swing Line Advance:
(a) The following statements All of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as of the time of such Advance, shall be true (and each of correct at such time in all material respects, both before and after giving effect to the giving of the applicable Notice of Borrowing and the acceptance by the Borrower application of the proceeds of such BorrowingAdvance, and after giving effect to any updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall constitute then exist or be caused thereby;
(b) The Administrative Agent shall have received a representation and warranty by duly executed Request for Advance which shall contain evidence satisfactory to the Administrative Agent that the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and is, as of the date of such Borrowing, before Advance and after giving effect to such Borrowing thereto, in compliance with Sections 7.8, 7.9, 7.10, 7.11 and to the application of the proceeds therefrom, as though made on and as of such date7.12 hereof;
(iic) No event has occurred and is continuing, or would result from such Borrowing or from the application Each of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered to the Administrative Agent copies of and the Lenders shall have received all such other approvals and certificates, reports, statements, opinions of counsel (if such Advance is in connection with an Acquisition) or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request;
(d) With respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition or formation of a new Subsidiary as are described in Section 5.14 hereof or otherwise required herein; and
(e) No Materially Adverse Effect shall have occurred and no event shall have occurred which, in the reasonable opinion of the Required Lenders, may be expected to have a Materially Adverse Effect.
Appears in 1 contract
Sources: Loan Agreement (Rural Cellular Corp)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender to make an any Advance as part on the occasion of any Borrowing (including the initial Borrowingfirst Borrowing hereunder) that would increase the aggregate principal amount of Advances outstanding hereunder shall be subject to the following further conditions precedent that on the date of such Advanceprecedent:
(a) The following statements Each of the representations and warranties of Borrower and Guarantor contained in Article 3 or in any other Margin Loan Document shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct in all material respects on and as of the date of such Borrowing, before except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date;
(b) Since the date of the last financial statements delivered pursuant to Section 4.01(a)(x) or Section 5.01, as applicable, with respect to Guarantor, no event or condition has resulted in, or could be reasonably expected to cause, either individually or in the aggregate, a Material Adverse Effect with respect to Guarantor;
(c) Borrower shall have delivered a Borrowing Notice in accordance with the requirements hereof;
(d) Immediately after giving effect to such Borrowing and to Borrowing, the application of LTV Ratio shall not exceed the proceeds therefrom, as though made on and as of such dateInitial LTV Ratio;
(iie) No event has Default, Event of Default or Share Collateral Trigger Event shall have occurred and is be continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event ;
(f) Borrower shall not have provided notice of Default or would constitute an Event termination of Default but for the requirement that notice be given or time elapse or bothCommitments; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(bg) The Borrower Collateral Requirement shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestbeen satisfied.
Appears in 1 contract
Sources: Margin Loan Agreement (Teekay Corp)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an Advance as part of any Borrowing (each Advance, including the initial BorrowingAdvance hereunder (but excluding Advances, the proceeds of which are to reimburse (i) that would increase the aggregate principal amount Swing Bank for Swing Loans, (ii) the Administrative Agent for Agent Advances or (iii) the Issuing Banks for amounts drawn under a Letter of Advances outstanding hereunder shall be Credit), is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower Parties under this Agreement and the other Loan Documents, which, pursuant to Section 4.01 hereof 5.4, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) at such time, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such datethe Advance;
(iib) No event Since January 29, 2022, there shall have been no change that has occurred and is continuing, had or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice could be given or time elapse or bothreasonably expected to have a Materially Adverse Effect; and
(iiic) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances There shall not exceed exist on the aggregate amount date of such Advance and after giving effect thereto, a Default. The Borrowers hereby agree that the delivery of any Request for Advance hereunder shall be deemed to be the certification of the Commitments Authorized Signatory thereof that all of the conditions set forth in this Section 4.2 have been satisfied. Notwithstanding the foregoing, if the conditions, or any of them, set forth above are not satisfied, then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered deliver to the Administrative Agent copies of notice thereof and such other approvals and documents as conditions may be waived by the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequisite Lenders under Section 11.12.
Appears in 1 contract
Sources: Second Amendment to Fourth Amended and Restated Credit Agreement (Oxford Industries Inc)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender to make an Advance as part on the occasion of any each Borrowing (including the initial Borrowing) that would increase the aggregate principal amount of Advances outstanding hereunder shall be subject to the further conditions precedent that on the date of such AdvanceBorrowing:
(a) a. The Administrative Agent shall have received from the Borrower a notice requesting such Borrowing as required by Section 2.02.
b. The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the any proceeds of such Borrowing, a Borrowing shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) i. The representations and warranties contained in Section 4.01 hereof (excluding those contained in the last sentence of subsection (e) and in subsection (f) thereof with respect to each Borrowing requested after the initial Borrowing) are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) . Such Borrowing is being made in accordance with the terms and conditions of the City Council Authorization; and
iii. No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that with notice be given or lapse of time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) c. The Borrower Administrative Agent shall have delivered to the Administrative Agent copies of received such other certifications, opinions, financial or other information, approvals and documents as the Administrative Agent or any Lender (may reasonably request through the Administrative Agent) may reasonably request.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance on or after the Agreement Date is subject to the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries, if any), which, pursuant to Section 4.2 hereof, are made at and as part of the time of such Advance, shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any Borrowing updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default or Event of Default hereunder shall then exist or be caused thereby;
(including the initial Borrowingb) that With respect to Advances which, if funded, would increase the aggregate principal amount of Advances the Loans outstanding hereunder hereunder, the Administrative Agent shall have received a duly executed Request for Advance;
(c) With respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition or formation of a new Subsidiary as are described in Section 5.12 hereof or otherwise required herein;
(d) No event shall have occurred and no condition shall exist which, in the reasonable judgment of the Required Lenders, has had or could reasonably be subject expected to have a Materially Adverse Effect;
(e) No event or other change shall have occurred, and no condition shall exist (other than in connection with the further conditions precedent that on sale, lease, transfer or other disposition or discontinuation of operations of the CLEC Business), which, in the reasonable judgment of the Required Lenders, has had or could reasonably be expected to have (a) any materially adverse effect upon the business, assets, liabilities, financial condition, results of operations or properties of the Parent or the Affiliate Guarantors, taken as a whole or (b) a materially adverse effect upon the binding nature, validity, or enforceability of the Loan Documents to which such Person is a party; in either case, whether resulting from any single act, omission, situation, status, event or undertaking; or taken together with other such acts, omissions, situations, statuses, events or undertakings; and
(f) On the date of such Advance:
(a) The following statements , after giving effect to the Advance requested, the Borrower shall be true (in compliance on a PRO FORMA basis with the covenants set forth in Sections 7.8 and each 7.9 hereof. The acceptance of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, any Advance which would increase the aggregate principal amount of Loans outstanding shall constitute be deemed to be a representation and warranty by the Borrower that as to compliance with this Section 3.2 on the date of any such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred and Loan is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitmentmade.
(b) The Borrower shall have delivered to the Administrative Agent copies of such other approvals and documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request.
Appears in 1 contract
Sources: Loan Agreement (Advanced Communications Group Inc/De/)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance on or after the Agreement Date which increases the principal amount of the Loans outstanding is subject to the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.2 hereof, are made at and as part of the time of such Advance, shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any Borrowing updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall then exist or be caused thereby;
(including the initial Borrowingb) that With respect to Advances which, if funded, would increase the aggregate principal amount of Advances Loans outstanding hereunder hereunder, the Administrative Agent shall be subject have received a duly executed Request for Advance which shall contain evidence satisfactory to the further conditions precedent Administrative Agent that on the date of such Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowingis, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before Advance and after giving effect to such Borrowing thereto, in compliance with Sections 7.8, 7.9, 7.10, 7.11 and to the application of the proceeds therefrom, as though made on and as of such date7.12 hereof;
(iic) No event has occurred and is continuing, or would result from such Borrowing or from the application Each of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered to the Administrative Agent copies of and the Lenders shall have received all such other approvals and certificates, reports, statements, opinions of counsel (if such Advance is in connection with an Acquisition) or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request;
(d) With respect to any Advance relating to any Acquisition or the formation of any Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition or formation of a new Subsidiary as are described in Section 5.14 hereof or otherwise required herein; and
(e) No Materially Adverse Effect shall have occurred and no event shall have occurred which, in the reasonable opinion of the Majority Lenders, may be expected to have a Materially Adverse Effect.
Appears in 1 contract
Sources: Loan Agreement (Rural Cellular Corp)
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including on or after the initial Borrowing) that would increase the aggregate principal amount of Advances outstanding hereunder shall be Restatement Date is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The all of the representations and warranties contained of the Company under this Agreement and the other Loan Documents (other than those set forth in Section 4.01 hereof 4.1(f)(ii) and Section 4.1(i) hereof), which, pursuant to Section 4.2 hereof, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time in all material respects, except for those representations and warranties that are qualified by materiality or Materially Adverse Effect, which shall be true and correct, both before and after giving effect to such Borrowing and to the application of the proceeds therefromof such Advance, as though and after giving effect to any updates to information provided to the Lenders in accordance with the terms of this Agreement except to the extent stated to have been made on and as of such datethe Restatement Date, and (ii) no Default hereunder shall then exist or be caused thereby;
(iib) No event has occurred and is continuingthe Administrative Agent shall have received a duly executed Request for Advance for Revolving Loans or, or would result from such Borrowing or from in the application case of an Advance of Swingline Loans, the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but Swingline Lender shall have received a duly executed Swingline Loan Notice for the requirement that notice be given or time elapse or bothSwingline Loans; and
(iii) Immediately following such Borrowing, (Ac) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount incumbency of the Commitments then Authorized Signatories shall be as stated in effect and, (B) the aggregate outstanding principal amount applicable certificate of Advances made by any Lender shall not exceed incumbency contained in the amount certificate of such Lender’s Commitment.
(b) The Borrower shall have the Company delivered to the Administrative Agent copies prior to or on the Original Agreement Date or as subsequently modified and reflected in a certificate of such other approvals and documents as incumbency delivered to the Administrative Agent or any Lender (through and the Administrative Agent) may reasonably requestLenders having a Revolving Loan Commitment.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Bank to make an each Advance as part of any Borrowing (including after the initial Borrowing) that Agreement Date which, if funded, would increase the aggregate principal amount of Advances the Loans outstanding hereunder shall be hereunder, is subject to the further fulfillment of each of the following conditions precedent that on the date of immediately prior to or contemporaneously with such Advance:
(a) The following statements shall be true (and each All of the giving of the applicable Notice of Borrowing and the acceptance by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in of the Borrower under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrower's Subsidiaries), which, pursuant to Section 4.01 hereof 4.2 hereof, are true and correct on made at and as of the date time of such BorrowingAdvance, shall be true and correct at such time in all material respects, both before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date;
(ii) No event has occurred Advance, and is continuingafter giving effect to any updates to information provided to the Bank in accordance with the terms of such representations and warranties, and no Default or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes an Event of Default shall then exist or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.caused thereby;
(b) The Borrower Bank shall have delivered received a duly executed Request for Advance;
(c) With respect to any Advance relating to any Acquisition or the Administrative Agent copies formation of any Subsidiary which is permitted hereunder, the Bank shall have received such other approvals documents and documents instruments relating to such Acquisition or formation of a new Subsidiary as the Administrative Agent are described in Section 5.12 hereof or any Lender otherwise required herein; and
(through the Administrative Agentd) may reasonably requestNo Materially Adverse Effect shall have occurred.
Appears in 1 contract
CONDITIONS PRECEDENT TO EACH ADVANCE. The obligation of each Lender the Lenders to make an each Advance as part of any Borrowing (including the initial BorrowingAdvance hereunder) that is subject to the fulfillment of each of the following conditions immediately prior to or contemporaneously with such Advance:
(a) All of the representations and warranties of the Borrowers and the Restricted Subsidiaries under this Agreement and the other Loan Documents (including, without limitation, all representations and warranties with respect to the Borrowers' Subsidiaries), which, pursuant to Section 4.2, are made at and as of the time of such Advance, shall be true and correct at such time in all material respects, both before and after giving effect to the application of the proceeds of such Advance, and after giving effect to any updates to information provided to the Lenders in accordance with the terms of such representations and warranties, and no Default hereunder shall then exist or be caused thereby;
(b) With respect to Advances which, if funded, would increase the aggregate principal amount of Advances Loans outstanding hereunder hereunder, the Administrative Agent shall be subject to the further conditions precedent that on the date of such Advance:
(a) The following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the acceptance have received a duly executed Request for Advance as required by the Borrower of the proceeds of such Borrowing, shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true):
(i) The representations and warranties contained in Section 4.01 hereof are true and correct on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such dateArticle 2;
(iic) No event has occurred and is continuing, or would result from such Borrowing or from the application Each of the proceeds therefrom, that constitutes an Event of Default or would constitute an Event of Default but for the requirement that notice be given or time elapse or both; and
(iii) Immediately following such Borrowing, (A) the aggregate outstanding principal amount of Advances shall not exceed the aggregate amount of the Commitments then in effect and, (B) the aggregate outstanding principal amount of Advances made by any Lender shall not exceed the amount of such Lender’s Commitment.
(b) The Borrower shall have delivered to the Administrative Agent copies of and the Lenders shall have received all such other approvals and certificates, reports, statements, opinions of counsel or other documents as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request;
(d) With respect to any Advance relating to any Acquisition, Investment or the formation of any Restricted Subsidiary which is permitted hereunder, the Administrative Agent and the Lenders shall have received such documents and instruments relating to such Acquisition, Investment, or formation of a new Restricted Subsidiary as are described in Section 5.13 or otherwise required herein; and
(e) There shall have occurred no event which could have a Materially Adverse Effect.
Appears in 1 contract