Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that: (a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true): (i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects 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; and (ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default; (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and (c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Procter & Gamble Co), Revolving Credit Agreement (Procter & Gamble Co)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ai) in the case of the making of an Advance, the Administrative Agent shall have received the written confirmatory Notice of Borrowing with respect thereto, and (ii) on the date of such Borrowing Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that Company that, on the date of such Borrowing Borrowing, such statements are true):
(ia) the The representations and warranties contained in Section 4.01 (except excluding the representations set forth representation and warranty contained in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)) are correct in all material respects (unless the same are qualified by materiality, in which case the same shall be correct in all respects) on and as of the date of such Borrowing, or, if any such representation or warranty is expressly stated to have been made as of a specific date as of such specific date, 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; and
(iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 2 contracts
Sources: Credit Agreement (Progress Energy Inc), Credit Agreement (Progress Energy Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any Advance a Loan on the occasion of each any Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.02 and (b) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Article V, other than Section 4.01 (except the representations set forth in the last sentence of subsection (e5.04(b) thereof and in subsection (f) thereof) Section 5.05, are true and correct in all material respects 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; and,
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(ciii) after giving effect to such Borrowing and all other Borrowings which have been requested on or prior to such date but which have not been made prior to such date, the Agent shall have received such other approvals, opinions or documents as aggregate principal amount of all Borrowings will not exceed the Required Lenders through the Agent may reasonable requestTotal Commitment.
Appears in 2 contracts
Sources: Bridge Loan Agreement (Brinker International Inc), Bridge Loan Agreement (Brinker International Inc)
Conditions Precedent to Each Borrowing. The obligation of each Revolving Lender and Swing Line Bank to make any an Advance on the occasion of each any Borrowing (other than any deemed Revolving Credit Borrowing pursuant than, with respect to Section 2.04(b3.03(b), on the Closing Date and the Merger Date) or Section 2.07(c)) shall be is subject to the following conditions precedent thatprecedent:
(a) on The Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02; and
(b) On the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Company contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Article IV are correct in all material respects (except those representations and warranties qualified by materiality, which shall be true and correct) on and as of the date of such Borrowing, before and immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were true and correct in all material respects (except those representations qualified by materiality, which were true and correct) as of such earlier date; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 2 contracts
Sources: Credit Agreement (Perspecta Inc.), Credit Agreement (Perspecta Inc.)
Conditions Precedent to Each Borrowing. The obligation of each Appropriate Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(cincluding the initial Borrowing)) , shall be subject to the further conditions precedent that:
(a) , on the date of such Borrowing Borrowing, (i) the Required Lenders shall not have notified the Administrative Agent that they believe a Material Adverse Change has occurred and (ii) the following statements shall be true (and each the Administrative Agent shall have received for the account of such Lender a certificate signed by a duly authorized officer of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid BorrowingBorrower, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on dated the date of such Borrowing such statements are true):or issuance, stating that:
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof each Loan Document are true and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowingdate, before and after giving effect to such Borrowing or issuance or renewal and to the application of the proceeds therefrom, as though made on and as of such date; and, other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Borrowing or issuance, in which case as of such specific date;
(iib) no event Default has occurred and is continuing, or would result from such Borrowing or issuance or from the application of the proceeds therefromtherefrom (including, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1without limitation, duly executed by an authorized representative of the Initial Borrowerunder Section 2.14); and
(c) the Agent with respect to any requested Term B-2 Advance, all insurance required by Section 5.01(d) hereof shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestbe in full force and effect.
Appears in 1 contract
Sources: Credit Agreement (Trump Entertainment Resorts Holdings Lp)
Conditions Precedent to Each Borrowing. The -------------------------------------- obligation of each Lender Bank to make an Advance under the Revolving Credit Loan or of the Issuing Bank to issue any Advance Letter of Credit on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the Agent shall have received a Notice of Borrowing, or Letter of Credit Request, as the case may be, in accordance with the terms of this Agreement, and (b) the following statements shall be true and correct (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice Letter of Competitive Bid BorrowingCredit Request, as applicablethe case may be, and the acceptance by any the Borrower of the proceeds of such Borrowing Borrowing, shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are truetrue and correct):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence Article V of subsection (e) thereof this Agreement are true and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, before and after giving effect to such Borrowing Borrowing, and to the application of the proceeds therefrom, as though made on and as of such date; , and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes (or would constitute) a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Weingarten Realty Investors /Tx/)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance a Loan on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the conditions precedent that:
(a) that on the date of such Borrowing (i) each Lender that shall have requested a Note evidencing such Loan shall have received such Note in accordance with Section 2.02(g), and (ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofExcluded Representations) are true and correct in all material respects 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; and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) Borrowing, shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing Borrowing, shall constitute a representation and warranty by the applicable such Borrower that on the such date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except except, in the case of a Borrowing, the representations set forth in the last sentence of subsection (e) thereof and in subsection Section (ff)(i) thereof) are correct on and as of such date, 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, and additionally, if such Borrowing shall have been requested by a Designated Subsidiary, the representations and warranties of such Designated Subsidiary contained in all material respects its Designation Agreement are 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; , and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Jabil Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (a) in the case of the making of an Advance, the Administrative Agent shall have received the written confirmatory Notice of Borrowing with respect thereto, (b) on the date of such Borrowing Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, 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; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) an Event of Default or that would constitute an Event of Default but for the Agent shall have received a properly completed Part I of Federal Reserve Form U-1requirement that notice be given or time elapse, duly executed by an authorized representative of the Initial Borroweror both; and
and (c) the Administrative Agent shall have received such other approvals, opinions or and documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing Borrowing: the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, Conversion and the acceptance by any the Borrower of the any proceeds of such a Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing or Conversion, as applicable, such statements are true):
(i) the ): The representations and warranties contained in Section 4.01 (except the representations set forth excluding those contained in the last sentence of subsection subsections (e) thereof and in subsection (f) thereofthereof if such Borrowing does not increase the aggregate outstanding principal amount of Advances over the aggregate outstanding principal amount of all Advances immediately prior to the making of such Borrowing) are correct in all material respects 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; and
(ii) no and No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received Prepayment Event or an Event of Default or would constitute a properly completed Part I Prepayment Event or an Event of Federal Reserve Form U-1, duly executed by an authorized representative Default with notice or lapse of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions time or documents as the Required Lenders through the Agent may reasonable requestboth.
Appears in 1 contract
Sources: Credit Agreement (Entergy Corp /De/)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each a Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ax) the Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02 and (y) on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Borrower contained in Section 4.01 (except the representations set forth other than in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)(ii)) are correct in all material respects 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; and, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date;
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each a Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ax) the Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02, (y) if the Advance is to be made to a Designated Subsidiary, the conditions set forth in Section 2.18(b) with respect to such Designated Subsidiary shall have been satisfied, and (z) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the relevant Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Company contained in Section 4.01 (except the representations set forth other than in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)(ii)) are correct in all material respects 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, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Steelcase Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) Advances shall be subject to the following further conditions precedent that:
(a) , on the date of such Borrowing an Advance pursuant to Section 2.4 hereof, the following statements shall be true (and each of correct, and the giving making by Borrower of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing Request for Advance shall constitute a its representation and warranty by the applicable Borrower that on as of the date of such Borrowing such Request for Advance is given, the following statements are true):true and correct:
(i) the The representations and warranties contained in Section 4.01 (except Article V of this Agreement, in each of the representations set forth Deed of Trust, in the last sentence of subsection (e) thereof Security Agreement, and in subsection (f) thereof) any of the other Loan Documents are correct in all material respects 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; and, unless such representations and warranties are expressly stated to be made as of an earlier date;
(ii) no No event has occurred and is continuing, or would result from such Borrowing Borrowing, conversion or from the application continuation, which constitutes or would constitute an Event of the proceeds therefrom, that constitutes a Default or Default;
(biii) The most recent financial statements of Borrower delivered pursuant to Section 6.3 present fairly the Agent shall have received a properly completed Part I financial position of Federal Reserve Form U-1, duly executed by an authorized representative Borrower as of the Initial date of, and for the periods presented in, such financial statements, and since the date of such financial statements there has not been any material adverse change in the financial condition of Borrower; and
(civ) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestBorrower is in compliance with all covenants contained in Article VI of this Agreement.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent thatthat on the date of such Borrowing:
(a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, Conversion and the acceptance by any the Borrower of the any proceeds of such a Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing or Conversion, as applicable, such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth excluding those contained in the last sentence of subsection subsections (e) thereof and in subsection (f) thereofthereof if such Borrowing does not increase the aggregate outstanding principal amount of Advances over the aggregate outstanding principal amount of all Advances immediately prior to the making of such Borrowing) are correct in all material respects 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; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;Prepayment Event or an Event of Default or would constitute a Prepayment Event or an Event of Default with notice or lapse of time or both.
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the The Administrative Agent shall have received such other approvals, opinions or documents with respect to the truth of the foregoing statements (i) and (ii) as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make an Advance in connection with any Advance on Borrow (including without limitation, the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing,
(i) Administrative Agent shall have received a Notice of Contract Borrowing or Notice of Competitive Borrowing (or, in the case of a Canadian Borrowing comprised of Acceptances, a Notice of Drawing), executed and completed by a Financial Officer of the Company, and
(ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Contract Borrowing or Notice of Competitive Bid BorrowingBorrowing (or, as applicablein the case of a Canadian Borrowing comprised of Acceptances, a Notice of Drawing) and the acceptance by any the applicable Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 Article IV (except excluding for all Borrowings, other than the representations set forth initial Borrowings, those contained in the last sentence of subsection (e) thereof and in subsection 49 45 subsections (f), (j), (k) and (l) thereof) are correct in all material respects 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; and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Five Year Competitive Advance/Revolving Credit Agreement (Union Pacific Resources Group Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (a) the Administrative Agent shall have received the written confirmatory Notice of Borrowing with respect thereto, and (b) on the date of such Borrowing any Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such the Borrowing related thereto shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in other than the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)) are correct in all material respects on and as of the date of such Borrowing, 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; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing Advance or from the application of the proceeds therefromtherefrom that would constitute an Event of Default but for the requirement that notice be given or time elapse, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borroweror both; and
and (c) the Administrative Agent shall have received such other approvals, opinions or and documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Appropriate Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of each such Borrowing such statements are trueBorrowing, the Borrower shall be deemed to have represented and warranted that):
(i) the representations and warranties of each Loan Party contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowingdate, 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; and, except, in each case, with respect to representations and warranties made only as of, or relating to, an earlier date;
(ii) no event Default has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(ciii) in the Agent case of a Borrowing after a Qualified IPO, after giving effect to such Borrowing and the application of proceeds thereof, the ratio of Consolidated Total Net Debt of the Parent and its Subsidiaries as of the date of such Borrowing to Adjusted EBITDA of the Parent and its Subsidiaries for the Measurement Period most recently completed on or prior to the date of such Borrowing shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestnot exceed 5.50 to 1.0.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (a) in the case of the making of an Advance, the Administrative Agent shall have received the written confirmatory Notice of Borrowing with respect thereto, (b) on the date of such Borrowing Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof are true and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, 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; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) an Event of Default or that would constitute an Event of Default but for the Agent shall have received a properly completed Part I of Federal Reserve Form U-1requirement that notice be given or time elapse, duly executed by an authorized representative of the Initial Borroweror both; and
and (c) the Administrative Agent shall have received such other approvals, opinions or and documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) 2.01, and the right of the Borrower to request a Borrowing, shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that both on the date of such notice and on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowingdate, 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 other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Borrowing, in which case as of such specific date; and;
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(ciii) the Agent proceeds of each Borrowing shall have received such other approvals, opinions or documents as be used to pay the Required Lenders through invoices identified in the Agent may reasonable request.Borrowing Notice; and
Appears in 1 contract
Sources: Credit Agreement (Powertel Inc /De/)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant including, without limitation, the initial Borrowing), and the right of the Borrower to Section 2.04(b) or Section 2.07(c)) request a Swing Line Borrowing, shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the applicable Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the Company and the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except not including, in the representations case of any Borrowing after the initial Borrowing hereunder, the representation and warranty set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(b)) are true and correct in all material respects 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 (except to the extent any of such representations and warranties expressly relate to an earlier date; ), and
(iib) no event Default has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestthereof.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than including any deemed Revolving Credit Borrowing pursuant the proceeds of which are used to Section 2.04(b) or Section 2.07(c)finance the Tender Offer and the Merger) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection Section (ff)(i) thereof) are correct in all material respects on and as of the date of such Borrowingdate, 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; , and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing a Swing Line Advance made by a Lender pursuant to Section 2.04(b) or Section 2.07(c2.02(b)(ii)) ), and the right of the Borrower to request a Swing Line Borrowing, shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (including the initial Borrowing) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, Swing Line Borrowing and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowing, before and after giving effect to such Borrowing (other than solely with respect to Revolving Credit Advances used to the fund the payment of commercial paper issued by the Borrower from time to time, the representation and warranties contained in Section 4.01(f)(ii) hereof) and to the application of the proceeds therefrom, as though made on and as of such date other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Borrowing, in which case such representations and warranties shall have been correct as of such specific date; , and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving and the obligation to issue, amend, extend or renew a Letter of Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent that:
(a) on the date of such Borrowing or the date of issuance, amendment, extension or renewal of a Letter of Credit, that the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the applicable Borrower of the proceeds of such Borrowing and/or the receipt of a letter of credit application requesting the issuance of such Letter of Credit as required by Section 2.18 shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the ): The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofother than Section 4.01(e)(ii)) are correct in all material respects on and as of the date of such BorrowingBorrowing (other than those representations and warranties that expressly relate solely to a specific earlier date, which shall remain correct as of such earlier date), 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; and
(ii) no and No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefromtherefrom or from such amendment, that extension or renewal of such Letter of Credit, which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Revolving Credit Agreement (RR Donnelley & Sons Co)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects 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; and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(cb) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Revolving Lender and Swing Line Bank to make any an Advance on the occasion of each any Borrowing (other than any deemed Revolving Credit Borrowing pursuant than, with respect to Section 2.04(b3.03(b), on the Closing Date and the Merger Date) or Section 2.07(c)) shall be is subject to the following conditions precedent thatprecedent:
(a) on The Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02; and
(b) On the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Company contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Article IV are correct in all material respects (except those representations and warranties qualified by materiality, which shall be true and correct) on and as of the date of such Borrowing, before and immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were true and correct in all material respects (except those representations qualified by materiality, which were true and correct) as of such earlier date; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.. Article VII
Appears in 1 contract
Sources: Credit Agreement (Perspecta Inc.)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make an Advance in connection with any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including without limitation, the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing, (i) Administrative Agent shall have received a Notice of Contract Borrowing or Notice of Competitive Borrowing, executed and completed by a Financial Officer of the Borrower, and (ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Contract Borrowing or Notice of Competitive Bid Borrowing, as applicable, Borrowing and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section SECTION 4.01 (except excluding for all Borrowings, other than the representations set forth initial Borrowings, those contained in the last sentence of subsection SUBSECTIONS (e) thereof F), (J), (K), and in subsection (fL) thereof) are correct in all material respects 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; and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Competitive Advance/Revolving Credit Agreement (Union Pacific Resources Group Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance a Loan on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the conditions precedent that:
(a) that on the date of such Borrowing (i) each Lender that shall have requested a Note evidencing such Loan shall have received such Note in accordance with Section 2.02(g), and (ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofExcluded Representations) are true and correct in all material respects 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; andand 5-YEAR CREDIT AGREEMENT
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The ______________________________________ obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the Initial Extension of Credit) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation representa- tion and warranty by the applicable Borrower that both on the date of such notice and on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowingdate, 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; and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance a Term Loan on the occasion of each request for a Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred or shall occur simultaneously with such Borrowing and on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of any such Borrowing Borrowing, shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing Borrowing, such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except are correct on and as of the representations set forth in the last sentence of subsection (e) thereof Effective Date and in subsection (f) thereof) are correct in all material respects (except for those representations and warranties qualified by “materiality,” “Material Adverse Effect” or a like qualification, which shall be correct in all respects) on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefromthereof, as though made on and as of such date (except for those representations and warranties that specifically relate to a prior date; and, which shall have been correct on such prior date);
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as a Notice of Borrowing in accordance with the Required Lenders through the Agent may reasonable requestrequirements hereof.
Appears in 1 contract
Sources: Subordinated Delayed Draw Credit Agreement (Gencorp Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred, and on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (ff)(i) thereof) are true and correct in all material respects 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 (except to the extent such representations and warranties relate to an earlier date, in which case as though made on and as of such earlier date); and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, therefrom that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant including the initial Borrowing) and the obligation of the Swing Line Banks to Section 2.04(b) or Section 2.07(c)) make Swing Line Advances hereunder shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing Borrowing: (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the applicable Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable such Borrower that on the date of such Borrowing such statements (other than any such statements with respect to representations and warranties made by the other Borrower) are true):
(i) the The representations and warranties contained in Section 4.01 Article III of the Guarantee (except the representations excluding that set forth in the last sentence of subsection Section 3.05 thereof) and contained in Article IV hereof (e) thereof and excluding that contained in subsection (f) thereofSection 4.01(l)) are correct in all material respects 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; , and
(ii) no event No Default has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Appropriate Lender to make any an Advance on the occasion of each relevant Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties of the Borrower contained in Section 4.01 (except except, in the case of any Borrowing, the representations set forth in the last sentence of subsection (e) thereof and in subsection (ff)(i) thereof) are correct in all material respects on and as of the date of such Borrowingdate, 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; and,
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(ciii) the Borrowing is within any mandatory debt limitations established by the Board of Directors of the Borrower; and and (b) the Agent shall have received such other approvals, opinions or documents as the Required Lenders any Appropriate Lender through the Agent may reasonable requestreasonably request related to clauses (a)(i) or (ii) of this Section.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The -------------------------------------- obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit including a Borrowing pursuant to Section 2.04(b) or Section 2.07(c)on the Effective Date) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing borrowing such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence 5.01 of subsection (e) thereof and in subsection (f) thereof) this Agreement are correct in all material respects 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; , and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, which constitutes an Event of Default or which would constitute an Event of Default but for the requirement that constitutes a Default;
notice be given or time elapse or both; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent Lender shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable it reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the Closing Date) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the Administrative Agent shall have determined that the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that both on the date of such notice and on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowingdate, 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 other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Borrowing, in which case as of such specific date; and;
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;; and
(iii) for each Advance, the Borrowing Base Amount (less the Intangible Tax Reserve) exceeds the aggregate principal amount of Advances then outstanding after giving effect to such Advance; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender Party through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Sources: Credit Agreement (Wright Bilt Corp)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the representations and warranties of the Company contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection subsections (f), (h)-(l) and (n) thereof) are correct in all material respects (other than any representation or warranty qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) 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; , and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Honeywell International Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except for, in the representations case of any Borrowing after the initial Borrowing hereunder, the representation and warranty set forth in the last sentence of subsection (eSections 4.01(e)(iii) thereof and in subsection (f) thereof4.01(f)(i)) are true and correct in all material respects 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 (it being understood and agreed that Credit Agreement any representation and warranty which by its terms is made as of a specified date shall be required to be true and correct only as of such specified date; ), and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Sci Systems Inc)
Conditions Precedent to Each Borrowing. The obligation -------------------------------------- of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects on and as of the date of such Borrowing, 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 (except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct as of such earlier date); and
(ii) no event Default has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation -------------------------------------- of each Lender of the Appropriate Lenders to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit including each Borrowing pursuant to Section 2.04(b) or Section 2.07(c)made on the Effective Date) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice by any of Competitive Bid Borrowing, as applicable, the Borrowers and the acceptance by any the Borrower that requested such Borrowing of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable such Borrower that that, both on the date of such Borrowing notice and on the date of such Borrowing, such statements are true):
(i) the representations and warranties contained in Section 4.01 (except each of the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Loan Documents are correct in all material respects on and as of the date of such Borrowingdate, 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 (other than any such representation and warranty that, by its terms, refers to a specific date other than the date of such Borrowing, in which case as of such specific date); and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or authorizations, opinions, documents and information as any of the Required Appropriate Lenders through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (ff)(i) thereof) are correct in all material respects on and as of such date (except to the date extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true on and as of such Borrowingearlier date), 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; , and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Bridge Credit Agreement (Xerox Corp)
Conditions Precedent to Each Borrowing. The obligation effectiveness of each Lender Section 2.01(a) and the right of the Borrower to make any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) request Advances shall be subject to the following additional conditions precedent thatprecedent:
(a) on Each Borrower shall have paid all fees accrued as of the date of such Borrowing Advances of the Agents and the Lenders and all reasonable expenses of the Agents (including the accrued fees and expenses of counsel to the Agents) following presentation, in the case of any expense, of reasonably detailed invoices therefor.
(b) On the date of such Advances the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing Advances shall constitute a representation and warranty by the applicable Borrower that both on the date of such Borrowing notice and on the date of such Advance such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) this Agreement are correct in all material respects on and as of the date of such Borrowingdate, before and after giving effect to such Borrowing Advances or issuance and to the application of the proceeds therefrom, as though made on and as of such date (except to the extent any such representation and warranty is expressly made as of a specified earlier date); and
(ii) no event Default has occurred and is continuing, or would result from such Borrowing Advances or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit and Security Agreement (Grupo Imsa Sa De Cv)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (a) the Administrative Agent shall have received the written confirmatory Notice of Borrowing with respect thereto, and (b) on the date of such Borrowing any Borrowing, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such the Borrowing related thereto shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, 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; provided, that such condition shall not apply to the last sentence of Section 4.01(e) in connection with any Advance made to pay maturing commercial paper issued under the Borrower’s commercial paper program; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing Advance or from the application of the proceeds therefromtherefrom that would constitute an Event of Default but for the requirement that notice be given or time elapse, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borroweror both; and
and (c) the Administrative Agent shall have received such other approvals, opinions or and documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance (other than a Competitive Bid Advance) on the occasion of each Borrowing (other than any deemed Revolving or of each Issuing Lender to issue a Letter of Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing or such issuance the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, Issuance and the acceptance by any the Borrower of the proceeds of such Borrowing or of such Letter of Credit shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing or issuance such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects on and as of the date of such Revolving Credit Borrowing, before and after giving effect to such Revolving Credit Borrowing and to the application of the proceeds therefrom, as though made on and as of such date; , and
(ii) no event has occurred and is continuing, or would result from such Revolving Credit Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make an Advance (other than any Advance Conversion) on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) after the date of the initial Borrowing, shall be subject to the conditions precedent that:
(a) that the Amendment Effective Date shall have occurred and on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except except, in the case of any Borrowing after the date of the initial Borrowing, the representations set forth in the last sentence of subsection clause (ee)(i) thereof and in subsection clause (f) thereof) are correct in all material respects on and as of the date of such Borrowingdate, 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; , except to the extent any such representation or warranty, by its terms, refers to a different specific date other than the date of such Borrowing or issuance or renewal or increase, in which case as of such specific date, and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes would result in a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.. ARTICLE IV
Appears in 1 contract
Sources: Bridge Credit Agreement (Tribune Co)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to -------------------------------------- make any Advance Loan (including BABC's initial Loan on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)Effective Date) shall be subject to the further conditions precedent that:
(a) The following statements shall be true and correct on the date of such Borrowing Loan, before and after giving effect thereto and to the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower application of the proceeds of from the Loans being made on such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):date:
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof Article IV and in subsection (f) thereof) each of the Collateral Documents are true and correct in all material respects on and as of the such 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; and;
(ii) no No event has occurred and is continuing, or would result from the Loans being made on such Borrowing date, which constitutes a Default or from the application an Event of Default; and
(iii) The outstanding principal amount of the proceeds therefromRevolving Credit Loans (including the proposed Loan), that constitutes a Default;together with the aggregate amount of all outstanding Letters of Credit and unpaid Obligations does not exceed either (i) the aggregate Revolving Credit Loan Commitments, or (ii) the Borrowing Base.
(b) Each request for a Revolving Credit Loan shall be deemed to be an affirmation that the statements in Section 3.3(a) hereof are true as of the date of such request. The Agent shall have received for the account of each Bank a properly completed Part I certificate, signed by a Responsible Officer of Federal Reserve Form U-1Borrower, duly executed by an authorized representative dated the date of such Loan, stating that the Initial Borrower; andconditions specified in Section 3.3(a) above have been met.
(c) the BABC shall have received a Notice of Borrowing in accordance with Section 2.3 hereof;
(d) The Agent shall have received such other approvals, opinions or documents as the Required Lenders any Bank through the Agent may reasonably request upon reasonable requestnotice.
Appears in 1 contract
Sources: Credit Agreement (Loehmanns Inc)
Conditions Precedent to Each Borrowing. The obligation of each the Lender to make any a Revolving Credit Advance on the occasion of each Borrowing borrowing hereunder (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial borrowing) shall be subject to the satisfaction of the conditions set forth in Section 3.01 (to the extent not previously satisfied pursuant to that Section) and the further conditions precedent that:
(a) that on the date of such Borrowing borrowing, (A) the following statements shall be true and (B) the Lender shall have received (x) a Notice of Borrowing, for such borrowing, and each (y) a certificate signed by a Responsible Officer of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on dated the date of such Borrowing such statements are true):borrowing stating that:
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof each Loan Document are true and in subsection (f) thereof) are correct in all material respects on and as of the such date (except that those that expressly relate to a prior date shall be true as though made on and as of such Borrowingprior date), before and after giving effect to such Borrowing and to borrowing, and, the application of the proceeds therefrom, as though made on and as of such date; and;
(ii) no event Default or Event of Default has occurred and is continuing, or would result from such Borrowing borrowing, or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(ciii) the Agent shall Loan Parties have received such other approvals, opinions or documents as no undrawn availability under the Required Lenders through the Agent may reasonable requestPrimary Facility (if one is then in effect).
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender Lenders shall not be required to make make, convert or continue any Advance nor shall the Issuing Bank be required to issue any Letter of Credit, unless on the occasion applicable Credit Extension Date, both before and after giving effect to any such Advance, conversion, continuation or Letter of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true)::
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof each Loan Document are true and in subsection (f) thereof) are correct in all material respects on and as of the date of such BorrowingBorrowing (unless such representation and warranty is made as of a specific date, in which case, such representation and warranty shall be true and correct as of such date), 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; , and
(iib) (i) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default or Event of Default;
; and (bii) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request. Each Notice of Borrowing with respect to each Advance and the letter of credit application with respect to each Letter of Credit shall constitute a representation and warranty by the Borrower that the conditions in this Section 4.02(a) and (b) have been satisfied.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each a Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ax) the Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02 and (y) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Borrower contained in Section 4.01 (except the representations set forth other than in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)(ii)) are correct in all material respects 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; and, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date;
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.. ARTICLE IV
Appears in 1 contract
Sources: Revolving Credit Agreement (Hormel Foods Corp /De/)
Conditions Precedent to Each Borrowing. The obligation of each Lender ---------------------------------------- Bank to make any an Advance under the Revolving Credit Loan on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the Agent shall have received a Notice of Borrowing in accordance with the terms of this Agreement and (b) the following statements shall be true and correct (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing Borrowing, shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
true and correct): (ia) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence Article V of subsection (e) thereof this Agreement are true and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, before and after giving effect to such Borrowing Borrowing, and to the application of the proceeds therefrom, as though made on and as of such date; and
, and (iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes (or would constitute) a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Weingarten Realty Investors /Tx/)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(awithout limitation of the conditions precedent to the Effective Date set forth in Section 4.01) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):): Table of Contents
(ia) the representations and warranties contained in Section 4.01 5.01 made by the Borrower (except other than the representations set forth and warranties contained in the last sentence clauses (f)(i) and (g) of subsection (e) thereof and in subsection (f) thereofSection 5.01) are true and correct in all material respects on and as of the date of such Borrowing, 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 (except to the extent that any such representation or warranty relates to a specific earlier date in which case it was true as of such earlier date; ), and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make Advances to be made by it (including the initial Advance to be made by it) in connection with any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent thatthat on the date of such Borrowing:
(a) on the date of such Borrowing the The following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit notice or request by the Borrower with respect to such Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that that, on the date of such Borrowing Borrowing, such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations other than those set forth in the last sentence of subsection (ef) thereof and in subsection (fm) thereof) are correct in all material respects 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; and
(ii) no No event has occurred and is continuing, continuing or would result from such Borrowing Borrowing, or from the application of the proceeds therefrom, that constitutes an Event of Default or, except in the case of a Borrowing that would not increase the aggregate principal amount of Outstanding Credits, an Unmatured Default;.
(b) the Agent The Borrower shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of furnished to the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender, through the Agent Administrative Agent, may reasonable requestreasonably request as to the legality, validity, binding effect or enforceability of this Agreement or the financial condition, properties, operations or prospects of the Borrower and its Subsidiaries.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each the Lender to make any Advance on Loans hereunder, including the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be initial Loans, is subject to the satisfaction of the following conditions precedent thaton the relevant date of Borrowing:
(a) All of the representations and warranties incorporated by reference into this Agreement shall be true and correct in all material respects (except to the extent such representations and warranties are otherwise qualified by materiality in which case they shall be true and correct in all respects) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) are correct in all material respects on and as of the date of such Borrowing, before and after giving effect to the Borrowing of any Loan on such Borrowing date and to the application of the proceeds therefromthereof, as though made on and as of such date (other than any representation or warranty that, by its terms, refers to a specific date other than such date of Borrowing, in which case such representation or warranty shall be true and correct in all material respects as of such date; and).
(iib) no No event has occurred and is continuing, continuing or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and.
(c) the Agent The Borrower shall have received such other approvals, opinions paid to the Lender when due all fees and expenses payable to the Lender under this Agreement or documents as the Required Lenders through the Agent may reasonable requestFee Letter.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving and the obligation to issue, amend, extend or renew a Letter of Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent that:
(a) on the date of such Borrowing or the date of issuance, amendment, extension or renewal of a Letter of Credit, that the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the applicable Borrower of the proceeds of such Borrowing and/or the receipt of a notice requesting the issuance of such Letter of Credit as required by Section 2.18 shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofother than Section 4.01(e)(ii)) are correct in all material respects on and as of the date of such BorrowingBorrowing (other than those representations and warranties that expressly relate solely to a specific earlier date, which shall remain correct as of such earlier date), 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; and
(iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Revolving Credit Agreement (Donnelley R R & Sons Co)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any Advance a Loan on the occasion of each any Borrowing (other than any deemed Revolving including the initial Acquisition Borrowing and the initial Floor Plan Borrowing) and the obligation of the Issuing Bank to issue Letters of Credit Borrowing pursuant and the obligation of the Swing Line Bank to Section 2.04(b) or Section 2.07(c)) make Swing Line Loans and the obligation of the Floor Plan Bank to issue Drafting Agreements shall be subject to the further conditions precedent that:
(a) that on the date Borrowing Date of such Borrowing or Issuance the Company shall execute and deliver to the Agent a Borrowing Request and the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(ia) the The representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Article VII are correct in all material respects 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; and;
(iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes either a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.and Second Amended and Restated Revolving Credit Agreement
Appears in 1 contract
Sources: Revolving Credit Agreement (Group 1 Automotive Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ai) the Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02 and (ii) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the The representations and warranties of the Borrower contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Article IV are correct in all material respects on and as of the date of such Borrowing, before and immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; and
(iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) on the date of such Borrowing that the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (ec)(ii) thereof and in subsection (fd)(i) thereof) (and, if such Borrowing shall have been requested by a Designated Subsidiary, the representations and warranties of such Designated Subsidiary contained in its Designation Letter, other than the representation set forth in subsection (i) of paragraph 5 thereof) are correct in all material respects on and as of such date (except to the date of such Borrowingextent that any expressly relate to any earlier date), 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; , and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the additional conditions precedent that:
(a) that on the date of such Borrowing (a) immediately before and after giving effect to such Borrowing and to the application of proceeds therefrom, the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing Borrowing, shall be deemed to constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing or such issuance, immediately before and after giving effect thereto and to the application of the proceeds therefrom, such statements are true):
(i) the The representations and warranties contained in Section 4.01 7.01 (except the representations set forth in the last sentence of subsection other than subsections (e) thereof and in subsection ), (f) and (i) thereof) are correct in all material respects 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 (except to the extent such representations and warranties specifically refer to an earlier date; and, in which case they shall be true and correct in all material respects as of such earlier date);
(ii) no No event has occurred and is continuing, or would result from such Borrowing (or from the application of the proceeds therefrom), that which constitutes a an Event of Default or an Unmatured Event of Default;; and
(iii) The Facility Usage at such time does not exceed the Aggregate Commitments at such time, and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Bank through the Administrative Agent may reasonable requestreasonably request related to clauses (a)(i) or (a)(ii) above.
Appears in 1 contract
Sources: 364 Day Credit Agreement (Baxter International Inc)
Conditions Precedent to Each Borrowing. The obligation -------------------------------------- of each Lender of the Appropriate Lenders to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit including each Borrowing pursuant to Section 2.04(b) or Section 2.07(c)made on the Phase II Closing Date) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice by any of Competitive Bid Borrowing, as applicable, the Borrowers and the acceptance by any the Borrower that requested such Borrowing of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable such Borrower that that, both on the date of such Borrowing notice and on the date of such Borrowing, such statements are true):
(i) the representations and warranties contained in Section 4.01 (except each of the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) Loan Documents are correct in all material respects on and as of such date (except, at any time prior to November 5, 1997, for the date representation and warranty contained in Section 8(g) of such Borrowingthe Security Agreement), 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 (other than any such representation and warranty that, by its terms, refers to a specific date other than the date of such Borrowing, in which case, as of such specific date); and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or authorizations, opinions, documents and information as any of the Required Appropriate Lenders through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Sources: Credit Agreement (Fox Television Stations Inc /De/)
Conditions Precedent to Each Borrowing. The obligation of each Lender Bank to make an Advance in connection with any Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including without limitation, the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing, (i) Administrative Agent shall have received a Notice of Contract Borrowing or Notice of Competitive Borrowing, executed and completed by a Financial Officer of the Borrower, and (ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Contract Borrowing or Notice of Competitive Bid Borrowing, as applicable, Borrowing and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except excluding for all Borrowings, other than the representations set forth initial Borrowings, those contained in the last sentence of subsection (e) thereof and in subsection subsections (f), (j), (k), and (l) thereof) are correct in all material respects 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; and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: 364 Day Competitive Advance/Revolving Credit Agreement (Union Pacific Resources Group Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make an Advance (other than any Advance Conversion) on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) after the date of the initial Borrowing, shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(i) the representations and warranties contained in Section 4.01 (except except, in the case of any Borrowing after the date of the initial Borrowing, the representations set forth in the last sentence of subsection clause (ee)(i) thereof and in subsection clause (f) thereof) are correct in all material respects on and as of the date of such Borrowingdate, 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; , except to the extent any such representation or warranty, by its terms, refers to a different specific date other than the date of such Borrowing or issuance or renewal or increase, in which case as of such specific date, and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes would result in a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Bridge Credit Agreement (Tribune Co)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each a Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ax) the Administrative Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02, (y) if the Advance is to be made to a Designated Subsidiary, the conditions set forth in Section 2.19(b) with respect to such Designated Subsidiary shall have been satisfied, and (z) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the relevant Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the The representations and warranties of the Company contained in Section 4.01 (except the representations set forth other than in the last sentence of subsection (e) thereof and in subsection (f) thereofSection 4.01(e)(ii)) are correct in all material respects 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, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Credit Agreement (Steelcase Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
(a) that on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except the representations set forth not including, in the last sentence case of subsection (e) thereof and in subsection (f) thereofany Borrowing after the initial Borrowing, the Excluded Representations) are true and correct in all material respects on and as of the date of such BorrowingBorrowing (other than any such representation and warranty that expressly speaks as of a date other than the date thereof, in which case such representation and warranty shall be true and correct in all material respects on and as of such other date as if made on and as of said date), 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; and
(iib) no event No Event of Default or event, which, with the giving of notice or the passage of time or both, would be an Event of Default, has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestproceeds.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any Advance a Loan on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the conditions precedent that:
(a) that on the date of such Borrowing (i) each Lender that shall have requested a Note evidencing such Loan shall have received such Note in accordance with Section 2.02(g), and (ii) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the representations and warranties contained in Section 4.01 (except excluding the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereofExcluded Representations) are true and correct in all material respects 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 datedate (provided that the representation and warranty in Section 4.01(k) shall be required to be true and correct in all material respects only on and as of the date of the initial Borrowing); and
(iib) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes a Default or an Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Sources: Term Loan Agreement (Legg Mason Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent that:
that (ai) the Agent shall have received a Notice of Borrowing with respect thereto in accordance with Section 2.02 and (ii) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing such statements are true):
(ia) the The representations and warranties of the Borrower contained in Section 4.01 Article IV (except other than the representations set forth in the last second sentence of subsection Section 4.01(e) and clause (ei) thereof and in subsection (fof Section 4.01(f) thereofto the extent the proceeds of such Borrowing are used to repay Commercial Paper) are correct in all material respects on and as of the date of such Borrowing, before and immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; and
(iib) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that which constitutes an Event of Default or a Potential Event of Default;
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable request.
Appears in 1 contract
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the conditions precedent that:
(a) that the Effective Date shall have occurred and on the date of such Borrowing (a) the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any Borrower the Company of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower Company that on the date of such Borrowing such statements are true):
(i) the representations and warranties of the Company contained in Section 4.01 (except except, in the case of a Borrowing, the representations set forth in the last sentence of subsection (e) thereof and in subsection subsections (f), (h)-(l) and (n) thereof) are correct in all material respects (other than any representation or warranty qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) 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; , and
(ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;
; and (b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Administrative Agent shall have received such other approvals, opinions or documents as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract
Sources: Fixed Rate Term Loan Credit Agreement (Honeywell International Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)) shall be subject to the further conditions precedent thatthat on the date of such Borrowing:
(a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, and the acceptance by any the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the applicable Borrower that both on the date of such Borrowing notice and on the date of such Borrowing, such statements are true):
(i) the representations and warranties contained in Section 4.01 (except the representations set forth in the last sentence of subsection (e) thereof and in subsection (f) thereof) each Loan Document are correct in all material respects respects, only to the extent that such representation and warranty is not otherwise qualified by materiality or Material Adverse Effect on and as of the date of such Borrowingdate, in which case such representation and warranty shall be true and correct in all respects, before and after giving effect to such Borrowing Borrowing, issuance or renewal and to the application of the proceeds therefrom, as though made on and as of such date, other than any such representations or warranties that, by their terms, refer to an earlier date other than the date of such Borrowing, issuance or renewal, in which case as of such earlier date; and
(ii) no event has occurred and is continuing, or would result from such Borrowing Borrowing, issuance or renewal or from the application of the proceeds proceeds, if any, therefrom, that constitutes a Default or Event of Default;.
(b) the Agent The Borrower shall have received delivered a properly completed Part I Notice of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the Agent shall have received such other approvals, opinions or documents as the Required Lenders through the Agent may reasonable requestBorrowing.
Appears in 1 contract
Sources: 364 Day Bridge Facility and Guaranty Agreement (Dana Inc)
Conditions Precedent to Each Borrowing. The obligation of each Lender to make any an Advance on the occasion of each Borrowing (other than any deemed Revolving Credit Borrowing pursuant to Section 2.04(b) or Section 2.07(c)including the initial Borrowing) shall be subject to the further conditions precedent thatthat on the date of such Borrowing:
(a) on the date of such Borrowing the following statements shall be true (and each of the giving of the applicable Notice of Revolving Credit Borrowing or Notice of Competitive Bid Borrowing, as applicable, Conversion and the acceptance by any the Borrower of the any proceeds of such a Borrowing shall constitute a representation and warranty by the applicable Borrower that on the date of such Borrowing or Conversion, as applicable, such statements are true):
(i) the The representations and warranties contained in Section 4.01 (except the representations set forth excluding those contained in the last sentence of subsection subsections (e) thereof and in subsection (f) thereofthereof if such Borrowing does not increase the aggregate outstanding principal amount of Advances over the aggregate outstanding principal amount of all Advances immediately prior to the making of such Borrowing) are correct in all material respects 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; and
(ii) no No event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default;Prepayment Event or an Event of Default or would constitute an Event of Default or a Prepayment Event with notice or lapse of time or both.
(b) the Agent shall have received a properly completed Part I of Federal Reserve Form U-1, duly executed by an authorized representative of the Initial Borrower; and
(c) the The Administrative Agent shall have received such other approvals, opinions or documents with respect to the truth of the foregoing statements (i) and (ii) as the Required Lenders any Lender through the Administrative Agent may reasonable reasonably request.
Appears in 1 contract