Conditions Precedent to Initial Credit Extension Sample Clauses

Conditions Precedent to Initial Credit Extension. The obligation of the L/C Issuer and each Lender to make its initial Credit Extension hereunder is subject to satisfaction of the following conditions precedent: (a) The Administrative Agent’s receipt on the IPO Closing Date, in form and substance reasonably satisfactory to the Administrative Agent, a certificate signed by a Responsible Officer of the Borrower certifying (i) that the conditions specified in Sections 4.03(a) and (b) have been satisfied, (ii) that there has been no event or circumstance since the Closing Date that has had or could be reasonably expected to have, either individually or in the aggregate, a Material Adverse Effect; (iii) that the Borrower has consummated its initial public offering, substantially on the terms set forth in the Registration Statement, (iv) an attached pro forma consolidated balance sheet of the Borrower as at the last day of the most recent fiscal quarter of the Borrower prior to the IPO Closing Date for which quarterly financials have been delivered to the Administrative Agent, after giving effect to the consummation of the Borrower’s initial public offering and the initial drawing hereunder, (v) calculation of Consolidated EBITDA for the four fiscal quarter period ending the last day of the most recent fiscal quarter of the Borrower prior to the IPO Closing Date for which quarterly financials have been delivered to the Administrative Agent, with (A) such pro forma adjustments as may be approved by Administrative Agent with respect to Dispositions, acquisitions, consolidations or mergers as described in the proviso of the first sentence of (and subject to the delivery of information with respect thereto as required pursuant to the second sentence of) the definition of “Consolidated EBITDA” and (B) any New Cavern EBITDA Adjustments or Material Project EBITDA Adjustments as may be approved by Administrative Agent pursuant to (and subject to the delivery of information with respect thereto as required by) Section 7.11(b), and (vi) calculation of the Consolidated Leverage Ratio as of the IPO Closing Date. (b) On and as of the IPO Closing Date, Administrative Agent shall have received copies (or electronic access to copies pursuant to the Borrower’s website or ▇▇▇▇▇) of any amendments to the Registration Statement filed with the SEC after the Closing Date, any exhibits to the Registration Statement, as amended through the IPO Closing Date, not previously delivered prior to the IPO Closing Date, and a copy of the Borr...

Conditions Precedent to Initial Credit Extension. Each Lender’s obligation to make a Term A Loan is subject to the condition precedent that Collateral Agent and each Lender shall consent to or shall have received, in form and substance satisfactory to Collateral Agent and each Lender, such documents, and completion of such other matters, as Collateral Agent and each Lender may reasonably deem necessary or appropriate, including, without limitation: (a) original Loan Documents, each duly executed by Borrower and each Subsidiary, as applicable; (b) duly executed original Control Agreements with respect to any Collateral Accounts maintained by Borrower or any of its Subsidiaries; (c) duly executed original Secured Promissory Notes in favor of each Lender according to its Term A Loan Commitment Percentage; (d) the certificate(s) for the Shares, together with Assignment(s) Separate from Certificate, or in the case of the Shares of the Cayman Sub, share transfers, duly executed in blank; (e) the Operating Documents and good standing certificates of Borrower and its Subsidiaries certified by the Secretary of State (or equivalent agency or registered office, as applicable) of Borrower’s and such Subsidiaries’ jurisdiction of organization or formation and each jurisdiction in which Borrower and each Subsidiary is qualified to conduct business, (or in the case of the Cayman Sub certified as true copies of the originals by a Cayman Islands attorney at law) each as of a date no earlier than thirty (30) days prior to the Effective Date; (f) a completed Perfection Certificate for Borrower and each of its Subsidiaries; (g) the Annual Projections, for the current calendar year; (h) duly executed original officer’s certificate for Borrower and each Subsidiary that is a party to the Loan Documents, in a form acceptable to Collateral Agent and the Lenders; (i) certified copies, dated as of date no earlier than thirty (30) days prior to the Effective Date, of financing statement searches, as Collateral Agent shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been or, in connection with the initial Credit Extension, will be terminated or released; (j) a landlord’s consent executed in favor of Collateral Agent in respect of all of Borrower’s San Diego headquarters; (k) a duly executed legal opinion of counsel to Parent and US Sub dated as of the Effective Date; (l) evidence satisfactory to ...

Conditions Precedent to Initial Credit Extension. Bank's obligation to make the initial Credit Extension is subject to the condition precedent that it receive the agreements, documents and fees it requires.

Conditions Precedent to Initial Credit Extension. Bank’s obligation to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, such documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate, including, without limitation: (a) duly executed original signatures to the Loan Documents, including but not limited to the UK Share Pledge Documents; (b) duly executed original signatures to the Control Agreements, if any; (c) Borrower’s Operating Documents and a good standing certificate of Borrower certified by the Secretary of State of the State of Delaware as of a date no earlier than thirty (30) days prior to the Effective Date; (d) duly executed original signatures to the completed Borrowing Resolutions for Borrower, in the form attached hereto; (e) the Subordination Agreement by Ironwood Equity Fund LP in favor Bank, together with the duly executed original signatures thereto; (f) a duly executed payoff letter from Comerica Bank; (g) certified copies, dated as of a recent date, of financing statement searches, as Bank shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been or, in connection with the initial Credit Extension, will be terminated or released; (h) the Perfection Certificate of Borrower, together with the duly executed original signature thereto; (i) a landlord’s consent in favor of Bank for Borrower’s Santa ▇▇▇▇▇▇ location by the respective landlord thereof, together with the duly executed original signatures thereto; (j) evidence satisfactory to Bank that the insurance policies required by Section 6.5 hereof are in full force and effect, together with appropriate evidence showing lender loss payable and/or additional insured clauses or endorsements in favor of Bank; and (k) payment of the fees and Bank Expenses then due as specified in Section 2.4 hereof.

Conditions Precedent to Initial Credit Extension. The obligation of Bank to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following: (a) this Agreement; (b) an officer’s certificate of Borrower with respect to incumbency and resolutions authorizing the execution and delivery of this Agreement; (c) UCC National Form Financing Statement; (d) an intellectual property security agreement; (e) a warrant to purchase stock; (f) current SOS Reports indicating that except for Permitted Liens, there are no other security interests or Liens of record in the Collateral; (g) securities and/or deposit account control agreements with respect to any accounts permitted hereunder to be maintained outside Bank; (h) the WTI Intercreditor Agreement; (i) agreement to furnish insurance; (j) payment of the fees and Bank Expenses then due specified in Section 2.5 hereof; (k) current financial statements, including audited statements for Borrower’s most recently ended fiscal year, together with an unqualified opinion, company prepared consolidated and consolidating balance sheets and income statements for the most recently ended month in accordance with Section 6.2, and such other updated financial information as Bank may reasonably request; (l) current Compliance Certificate in accordance with Section 6.2; (m) an audit of the Collateral, the results of which shall be satisfactory to Bank; (n) a Collateral Information Certificate; and (o) such other documents or certificates, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.

Conditions Precedent to Initial Credit Extension. Bank’s obligation to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, such documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate, including, without limitation: (a) Borrower shall have delivered duly executed original signatures to the Loan Documents to which it is a party; (b) Borrower shall have delivered duly executed original signatures to the Control Agreements; (c) Borrower shall have delivered its Operating Documents and a good standing certificate of Borrower certified by the Secretary of State of the State of Delaware as of a date no earlier than thirty (30) days prior to the Effective Date; (d) Borrower shall have delivered duly executed original signatures to the completed Borrowing Resolutions for Borrower; (e) If Borrower has entered or concurrently herewith Borrower enters into a loan facility with Horizon Technology Funding Company, LLC, Borrower shall have delivered the Subordination Agreement duly executed by Horizon Technology Funding Company, LLC in favor of Bank; (f) Bank shall have received certified copies, dated as of a recent date, of financing statement searches, as Bank shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been or, in connection with the initial Credit Extension, will be terminated or released; (g) Borrower shall have delivered the Perfection Certificate(s) executed by Borrower; (h) Borrower shall have delivered the insurance policies and/or endorsements required pursuant to Section 6.5 hereof; and (i) Borrower shall have paid the fees and Bank Expenses then due as specified in Section 2.4 hereof.

Conditions Precedent to Initial Credit Extension. Bank’s obligation to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, such documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate, including, without limitation: (a) duly executed original signatures to the Loan Documents; (b) duly executed original signatures to the Warrant; (c) duly executed original signatures to the Control Agreements; (d) Borrower’s Operating Documents and a good standing certificate of Borrower certified by the Secretary of State of the State of Delaware as of a date no earlier than thirty (30) days prior to the Effective Date; (e) duly executed original signatures to the completed Borrowing Resolutions for Borrower; (f) certified copies, dated as of a recent date, of financing statement searches, as Bank shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been or, in connection with the initial Credit Extension, will be terminated or released; (g) the Perfection Certificates of Borrower, together with the duly executed original signatures thereto; (h) a copy of its Registration Rights Agreement, Investors’ Rights Agreement, and any amendments thereto; (i) evidence satisfactory to Bank that the insurance policies required by Section 6.7 hereof are in full force and effect, together with appropriate evidence showing lender loss payable and/or additional insured clauses and cancellation notice to Bank (or endorsements reflecting the same) in favor of Bank; and (j) payment of the fees and Bank Expenses then due as specified in Section 2.7 hereof.

Conditions Precedent to Initial Credit Extension. The obligation of Bank to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following: (a) this Agreement, duly executed by Borrower; (b) the Pricing Addendum, duly executed by Borrower; (c) an Unconditional Guaranty and Third Party Security Agreement, each duly executed by Performable; (d) (i) an officer’s certificate of Borrower with respect to incumbency and resolutions authorizing the execution and delivery of this Agreement and the other Loan Documents to which it is a party, and (ii) an officer’s certificate of Performable with respect to incumbency and resolutions authorizing the execution and delivery of the Guaranty Documents and other Loan Documents to which it is a party; (e) UCC National Form Financing Statement Amendment with respect to Borrower and UCC National Form Financing Statement with respect to Performable; (f) a Warrant in form and substance satisfactory to Bank, duly executed by Borrower; (g) agreement to furnish insurance; (h) payment of the fees and Bank Expenses then due specified in Section 2.5; (i) current SOS Reports indicating that except for Permitted Liens, there are no other security interests or Liens of record in the Collateral; (j) current financial statements, including audited statements for Borrower’s most recently ended fiscal year, together with an unqualified opinion, company prepared consolidated and consolidating balance sheets and income statements for the most recently ended month in accordance with Section 6.2, and such other updated financial information as Bank may reasonably request; (k) current Compliance Certificate in accordance with Section 6.2; (l) a Borrowing Base Certificate in accordance with Section 6.2 for the period ending February 29, 2012; (m) a Collateral Information Certificate, duly executed by Borrower and a Collateral Information Certificate, duly executed by Performable; (n) an Automatic Debit Authorization, duly executed by Borrower; and (o) such other documents, instruments or certificates, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.

Conditions Precedent to Initial Credit Extension. The obligation of Bank to make the initial Credit Extension is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following: (1) this Agreement; (2) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement; (3) an opinion of Borrower's counsel; (4) financing statements (Forms UCC-1); (5) insurance certificate; (6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;