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;
Appears in 3 contracts
Sources: Loan and Security Agreement (Smarterkids Com Inc), Loan and Security Agreement (Learningstar Inc), Loan and Security Agreement (Smarterkids Com Inc)
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:
(1a) this Agreement;
(2b) a an officer’s 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;
Appears in 2 contracts
Sources: Loan and Security Agreement (Maxwell Technologies Inc), Loan and Security Agreement (Auriga Laboratories, Inc.)
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:
(1a) this Agreement;
(2b) a an officer’s certificate of the Secretary of each 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;
Appears in 2 contracts
Sources: Loan and Security Agreement (Jl Halsey Corp), Loan and Security Agreement (Pac-West Telecomm Inc)
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:
(1a) this Agreement;
(2b) a an officer’s certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselagreement to provide insurance;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;2.5; and
(e) such other documents or certificates, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 2 contracts
Sources: Loan and Security Agreement, Loan and Security Agreement (Masergy Communications Inc)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of each 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;
Appears in 2 contracts
Sources: Loan and Security Agreement (Bacterin International Holdings, Inc.), Loan and Security Agreement (Document Capture Technologies, Inc.)
Conditions Precedent to Initial Credit Extension. The obligation of Bank to make the initial Credit Extension after the Closing Date is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counsel;intellectual property security agreement; and
(4d) financing statements (Forms UCC-1);
(5) insurance certificate;
(6) payment such other documents, and completion of the fees and such other matters, as Bank Expenses then due specified in Section 2.3 hereof;may reasonably deem necessary or appropriate.
Appears in 1 contract
Sources: Loan and Security Agreement (Pharmchem Laboratories Inc)
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:
(1a) this Agreement, executed by Borrower;
(2b) 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;
Appears in 1 contract
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 Negative Pledge Agreement;
(3) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(34) an opinion of Borrower's counsel;
(45) financing statements (Forms UCC-1);
(56) insurance certificate;
(67) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;
Appears in 1 contract
Sources: Loan and Security Agreement (Juno Online Services Inc)
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:
(1a) this AgreementAgreement and the other Loan Documents required by Bank;
(2b) a an officer’s certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this AgreementAgreement and the other Loan Documents;
(3c) an opinion of Borrower's counselthe Pricing Addendum;
(4d) a financing statements statement (Forms Form UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
Sources: Loan and Security Agreement (K2 Therapeutics, Inc.)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of each 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;
(6c) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;; and
(d) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselagreement to provide insurance;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;; and
(e) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
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:
(1a) this AgreementAgreement executed by the Borrower;
(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;
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselautomatic payment form;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.4 hereof;; and
(e) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
Sources: Loan Agreement (Logicvision Inc)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counsel;
(4) two financing statements (Forms Form UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
Sources: Loan and Security Agreement (Aspect Medical Systems Inc)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselintellectual property security agreement;
(4d) financing statements (Forms UCC-1);
(5e) insurance certificate;
(6f) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;; and
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary Clerk 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;
(6c) payment of the fees and Bank Expenses then due specified in Section 2.3 2.4 hereof;
Appears in 1 contract
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:
(1a) this Agreement;
(2b) 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;
(4c) financing statements (Forms UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an a legal opinion of Borrower's counsel, in form and substance acceptable to Bank;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.4 hereof;
(e) Certificate of Foreign Qualification (if applicable);
Appears in 1 contract
Sources: Loan Agreement (Moldflow Corp)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
; (3c) an opinion of Borrower's counsel;
a financing statement (4) financing statements (Forms Form UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
Conditions Precedent to Initial Credit Extension. The Each Bank's 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 followingfollowing conditions precedent:
(1a) this Agreementreceipt of the agreements, documents and fees they require;
(2b) a certificate due diligence inquiry conducted by the Banks to their reasonable satisfaction and which does not result in the discovery of any facts or circumstances which would negatively affect, in the Secretary Banks' sole discretion, collectibility of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreementany Credit Extensions; and;
(3c) an opinion receipt by the Banks of Borrower's counsel;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6) payment copies of the fees and Bank Expenses then due specified in insurance policies required by Section 2.3 hereof;5.5.
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselagreement to provide insurance;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.4 hereof;; and
(e) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
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, each the followingfollowing items and completed each of the following requirements:
(1a) this Agreement;
(2b) a an officer’s 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;
Appears in 1 contract
Conditions Precedent to Initial Credit Extension. The obligation of Bank to make the initial Credit Extension after the Closing Date is subject to the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following:
(1a) this Agreement;
(2b) 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;
Appears in 1 contract
Sources: Loan and Security Agreement (Soundbite Communications Inc)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion Opinion of Borrower's counselCounsel;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;
Appears in 1 contract
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);
(54) insurance certificate;
(65) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;; and
(6) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
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 reasonably satisfactory to Bank, the following:
(1a) this Agreement;
(2b) 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;
(4c) financing statements (Forms UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
Conditions Precedent to Initial Credit Extension. The obligation of Bank bank to make the initial Credit Extension is subject to n the condition precedent that Bank shall have received, in form and substance satisfactory to Bank, the following:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselagreement to provide insurance;
(4) financing statements (Forms UCC-1);
(5) insurance certificate;
(6d) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;
(e) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
Sources: Loan and Security Agreement (Scientific Learning Corp)
Conditions Precedent to Initial Credit Extension. The Bank's 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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counselthe Revolving Promissory Note, the Equipment Term Note, the negative pledge agreement covering intellectual property;
(4d) financing statements (Forms UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an a legal opinion of Borrower's in-house counsel, in form and substance acceptable to Bank;
(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;
Appears in 1 contract
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:
(1a) this Agreement;
(2b) 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;
(6c) payment of the fees and Bank Expenses then due specified in Section 2.3 2.5 hereof;; and
(d) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Appears in 1 contract
Sources: Loan and Security Agreement (Persistence Software Inc)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
(3c) an opinion of Borrower's counsela warrant;
(4d) a financing statements statement (Forms Form UCC-1);; and
(5e) insurance certificate;
(6) payment such other documents, and completion of the fees and such other matters, as Bank Expenses then due specified in Section 2.3 hereof;may reasonably deem necessary or appropriate.
Appears in 1 contract
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 promissory note evidencing 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 amounts owing under Sections 2.1.1 hereof;
Appears in 1 contract
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, Bank the following:
(1a) this Agreement;
(2b) 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;
(4c) financing statements (Forms UCC-1);
(5d) insurance certificate;
(6e) payment of the fees and Bank Expenses then due specified in Section 2.3 2.4 hereof;
Appears in 1 contract
Sources: Loan and Security Agreement (Esperion Therapeutics Inc/Mi)
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:
(1a) this Agreement;
(2b) a certificate of the Secretary of Borrower with respect to articles, bylaws, incumbency and resolutions authorizing the execution and delivery of this Agreement;
financing statement (3) an opinion of Borrower's counsel;
(4) financing statements (Forms Form UCC-1);
(5) insurance certificate;
(6) payment of the fees and Bank Expenses then due specified in Section 2.3 hereof;
Appears in 1 contract