Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent: (a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively. (b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof. (c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. (d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. (e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any Compliance Certificate, Pro Forma Compliance Certificate, Loan Notice or Swing Line Loan Notice furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Letter of Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Letter of Credit Extension to be denominated in the relevant Alternative Currency.
(d) The Administrative Agent and, if applicable, the L/C Issuer and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower Representative or any other Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Enpro Industries, Inc), Credit Agreement (Enpro Industries, Inc)
Conditions to all Credit Extensions. The obligation of each Lender and of each L/C Issuer to honor make any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:precedent (or the waiver thereof in accordance with Section 10.1):
(a) The representations and warranties of the Borrowers Parent Borrower and each other Loan Party contained in this AgreementArticle V or any other Loan Document, shall be true and correct in all material respects (except for such representations and warranties that have a materiality or Material Adverse Effect qualification, which shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except for such representations and warranties that have a materiality or Material Adverse Effect qualification, which shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.024.2, the representations and warranties contained in Sections 5.04(aSection 5.5(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aSection 6.1(a) and (b), respectively.
(b) No Default or Event of Default shall existthen exists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The In the case of any request for a Borrowing, the Administrative Agent andshall have received a Committed Loan Notice, if applicableand in the case of any request for an L/C Credit Extension, the Administrative Agent and the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Letter of Credit Extension Application, in each case, in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension in the form of any Letter of Credit to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. Each Request request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a4.2(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Nabors Industries LTD), Credit Agreement (Parker Drilling Co /De/)
Conditions to all Credit Extensions. The obligation of each the Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V, (ii) the Parent contained in Article IV of the Guaranty and (iii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case .case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsection (a) and (b) of Section 4.06 of the Guaranty shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 5.01 of the Guaranty.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.12 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative AgentLender.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Sims Metal Management LTD), Credit Agreement (Metal Management Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this each other Loan Document or in any document furnished at any time under or in connection herewith or therewith (including any Designated Borrower Request and Assumption Agreement), shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Avnet Inc), Credit Agreement (Avnet Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower contained in Article V (excluding, however, Section 5.05(c) and Section 5.06 with respect to any making of the representations and warranties pursuant to this Section 4.02(a) other than on the Closing Date pursuant to Section 4.01(a)(vi)) and contained in each other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, with respect to any representation or warranty qualified by reference to materiality or Material Adverse Effect, in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Qualcomm Inc/De), Credit Agreement (Qualcomm Inc/De)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans or Cost of Funds Rate Loans, as the case may be,) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Loan Parties contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, in the case of any such representation or warranty already qualified by materiality, in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, in the case of any such representation or warranty already qualified by materiality, in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an the Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an the Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an the Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans or Cost of Funds Rate Loans) submitted by the Company Borrowers shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Global Partners Lp), Credit Agreement (Global Partners Lp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension, including the initial Credit Extension on the Initial Funding Date (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency LIBOR Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, Article VI or any other Loan Document shall be true and correct in all material respects (except when qualified as to materiality or Material Adverse Effect, in which case they shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier datedate in all material respects (except when qualified as to materiality or Material Adverse Effect, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) which case they shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (bcorrect in all respects), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency LIBOR Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Dean Foods Co), Credit Agreement (WHITEWAVE FOODS Co)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:: 114 Syniverse Credit Agreement
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this Agreement, Article V or any other Loan Document shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Section 5.05(a) and Sections 5.04(a5.05(b), (c) and (be) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a), (b) and (bc), respectively.;
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.therefrom;
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.; and
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 With respect to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a any Credit Extension to be denominated in of Revolving Loans or Swingline Loans or an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer Credit Extension after the Closing Date, the Borrower shall be in compliance with the financial covenant set forth in Section 7.11 on a Pro Forma Basis (in after giving effect to such Credit Extension) as of the case last day of any Letter of Credit the most recently ended four full fiscal quarters for which internal financial statements are available (or, if earlier, were required to be denominated delivered pursuant to Section 6.02(a) or (b)) (regardless of whether the Borrower is otherwise required to comply with the financial covenant in an Alternative Currency) would make it impracticable for Section 7.11 at such Credit Extension to be denominated in the relevant Alternative Currencytime). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied (unless waived) on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement, Credit Agreement (Syniverse Holdings Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this AgreementArticle V (other than those set forth and contained in Section 5.05(c)) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (Administrative Agent shall have received, in form and substance satisfactory to it, such other than PAREXEL International Holding B.V.)assurances, then the conditions of Section 2.16 certificates, documents or consents related to the designation of such Borrower foregoing as a Designated Borrower shall have been met to Administrative Agent or the satisfaction of the Administrative AgentRequired Lenders reasonably may require.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable good faith opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type Type, or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Mistras Group, Inc.), Credit Agreement (Mistras Group, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans or Peso Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(aclauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b)) of Section 6.01, respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans or Peso Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Herbalife Ltd.), Credit Agreement (Herbalife Ltd.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) with respect to any Borrowing after the Closing Date, for the representations and warranties contained in Section 5.05(c) and clause (b) of Section 5.06), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Starbucks Corp), Credit Agreement (Starbucks Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower shall have been designated as a Designated Borrower shall have been met pursuant to the satisfaction of the Administrative AgentSection 2.14.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Revolving Lenders (in the case of any Revolving Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Flir Systems Inc), Credit Agreement (Flir Systems Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than on the Closing Date, other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate SOFR Loans) is subject to the following conditions precedent:
(ai) The Subject in the case of any Borrowing in connection with a New Loan Commitment or Incremental Equivalent Debt to the provisions in Section 1.02(i), the representations and warranties of the Borrowers Borrower and each other Loan Party contained in this Agreement, Article V or any other Loan Document shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b), respectively, prior to such proposed Credit Extension.
(bii) No Subject in the case of any Borrowing in connection with a New Loan Commitment or Incremental Equivalent Debt to the provisions in Section 1.02(i), no Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereoftherefrom.
(ciii) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate SOFR Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied (unless waived) on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: First Lien Credit Agreement (ZoomInfo Technologies Inc.), First Lien Credit Agreement (ZoomInfo Technologies Inc.)
Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Credit Party contained in this AgreementArticle VI or any other Credit Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 6.01 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectivelySection 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The applicable Administrative Agent and, if applicable, the applicable L/C Issuer or and/or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative CurrencyCanadian Dollars, there shall not have occurred any material change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Canadian Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative CurrencyCanadian Dollars), the Canadian Swing Line Lender (in the case of any Swing Line Loans Loan to be denominated in an Alternative Currency), Canadian Dollars) or the Canadian L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative CurrencyCanadian Dollars) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative CurrencyCanadian Dollars. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Graybar Electric Co Inc), Credit Agreement (Graybar Electric Co Inc)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article II, Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit ExtensionExtension (provided, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 5.09(a), other than the penultimate sentence thereof, shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b6.01(b), respectively).
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Welltower Inc.), Credit Agreement (Health Care Reit Inc /De/)
Conditions to all Credit Extensions. The obligation of each Lender to honor make any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower contained in (i) Article V and (ii) each other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, (I) to the extent already qualified with respect to “material” matters or “Material Adverse Effect”, shall be true and correct on and as of the date of such Credit Extension and (II) to the extent not already qualified with respect to “material” matters or “Material Adverse Effect”, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct (in all material respects, or as so qualified, as applicable) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicableAgent, the L/C Issuer or and the Swing Line Lender Collateral Administrator shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If The Administrative Agent, the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then L/C Issuer and the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower Collateral Administrator shall have been met to received a Borrower Certification in accordance with the satisfaction of the Administrative Agentrequirements hereof.
(e) No Borrowing Base Deficiency shall exist on the date of such Credit Extension or would arise after giving effect to such Credit Extension.
(f) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the [***] CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION Administrative Agent, ; the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(g) After giving effect to the proposed Credit Extension, (i) the Total Outstandings would not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Credit Extensions denominated in Alternative Currencies would not exceed the Alternative Currency Sublimit and (iii) the Outstanding Amount of the L/C Obligations would not exceed the Letter of Credit Sublimit.
(h) The Borrower has complied with all Trust Entity Requirements. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Watford Holdings Ltd.), Credit Agreement (Watford Holdings Ltd.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, Article VI or any other Loan Document shall be true and correct in all material respects (or, if such representation or warranty is qualified by materiality or Material Adverse Effect, it shall be true and correct in all respects as drafted) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, if such representation or warranty is qualified by materiality or Material Adverse Effect, it shall be true and correct in all respects as drafted) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Cadence Design Systems Inc), Credit Agreement (Cadence Design Systems Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (unless such representation is already qualified by materiality, in which case it shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Regis Corp), Credit Agreement (Regis Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Loan Parties contained in Article VI and (ii) each other Loan Party contained in this Agreementeach Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(a) and (bSection 6.01(a) shall be deemed to refer to the most recent audited financial statements furnished pursuant to Sections 6.01(aclause (a) of Section 7.01, and the representations and warranties contained in Section 6.01(b) shall be deemed to refer to the most recent balance sheet furnished pursuant to clauses (a) or (b), respectively) of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) Agent shall have received, in form and substance reasonably satisfactory to it, such other assurances, certificates, documents or consents related to the foregoing as Agent or the Required Lenders reasonably may require. In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (American Vanguard Corp), Credit Agreement (American Vanguard Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Credit Parties contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document required to be furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent that any representation or warranty that is qualified by materiality shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event shall exist on the date of Default shall existsuch Credit Extension, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender Lenders shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative CurrencyCurrency (or in a currency other than an Alternative Currency pursuant to Section 2.05), there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which which, in the reasonable opinion of (i) the Administrative Agent, the Required Revolving Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Revolving Loans to be denominated in an Alternative Currency), or (ii) the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) ), would make it impracticable for such Committed Borrowing or L/C Credit Extension to be denominated in the relevant Alternative CurrencyCurrency (or in such currency other than an Alternative Currency pursuant to Section 2.05).
(e) Any such proposed Credit Extension under the Revolving Credit Facility does not exceed the unused portion of the Revolving Credit Facility at such time. Each Request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a), (b) and (be) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 2 contracts
Sources: Credit Agreement (Sabra Health Care REIT, Inc.), Credit Agreement (Sabra Health Care REIT, Inc.)
Conditions to all Credit Extensions. The obligation obligations of each Lender the Lenders and the L/C Issuers to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is shall be subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which which, in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Solectron Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a request for (a) the conversion of Loans a Eurocurrency Loan denominated in Dollars to a Base Rate Loan and (b) the other Type, or a continuation of a Eurocurrency Rate LoansLoan denominated in Alternative Currency for an Interest Period of one month) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofExtension.
(c) There shall not have been commenced against the Parent or any Subsidiary an involuntary case under any applicable Debtor Relief Law, now or hereafter in effect, or any case, proceeding or other action for the appointment of a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of such Person or for any substantial part of its Property or for the winding up or liquidation of its affairs, and such involuntary case or other case, proceeding or other action shall remain undismissed.
(d) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a request for (a) the conversion of Loans a Eurocurrency Loan denominated in Dollars to a Base Rate Loan and (b) the other Type or a continuation of a Eurocurrency Rate LoansLoan denominated in Alternative Currency for an Interest Period of one month) submitted by the Company applicable Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except (w) if a qualifier relating to materiality, Material Adverse Effect or other similar concept applies, such representation or warranty is true and correct in all respects, (x) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that (y) for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Toro shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Toro Co)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article V or any other Loan Party Document (other than the representations and warranties in Section 5.09(c), which shall be made only as of the Closing Date), or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to Extension (other than any representation and warranty that is already qualified by materiality or Material Adverse Effect in the extent that such representations and warranties specifically refer to an earlier datetext thereof, in which case they such representation and warranty shall be true and correct as of such earlier datein all respects), and except that for purposes of this Section 4.02, (i) the representations and warranties contained in Sections 5.04(a5.09(a) and (b5.09(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b6.01(b), respectively, and (ii) representations and warranties that refer to a specific date (other than those contained in Sections 5.09(a) and 5.09(b)), shall be true and correct as of such date.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Welltower Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.025.03, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars), the Swing Line Lender (in the case of any Foreign Swing Line Loans to be denominated in an Alternative Currency), Loan) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencycurrency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension. Notwithstanding the foregoing, (i) the only representations and warranties the accuracy of which shall be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date shall be the Specified Representations and the Specified Merger Agreement Representations (after giving effect to the Comdata Acquisition, the Borrowings hereunder and the other transactions contemplated by this Agreement and the Merger Agreement to occur on the Initial Borrowing Date) and (ii) Sections 5.03(b) and 5.03(e) shall not be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of 72 Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) with respect to any Borrowing after the Closing Date, for the representations and warranties contained in Section 5.05(c) and clause (b) of Section 5.06), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Starbucks Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit ExtensionExtension (except to the extent that such representation or warranty is already qualified by materiality, in which case, such representation or warranty shall be true and correct as written as of such date), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (except to the extent that such representation or warranty is already qualified by materiality, in which case, such representation or warranty shall be true and correct as written as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Credit Party contained in this AgreementArticle VI or any other Credit Document, or that are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, exist immediately before or would result from such proposed Credit Extension or from the application of the proceeds thereofimmediately after giving effect thereto on a Pro Forma Basis.
(c) The Administrative Agent andAgent, if applicable, the L/C Issuer or the Swing Line and/or Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Types of Loans, or a continuation of Eurocurrency Fixed LIBOR Rate Loans) submitted by the Company Borrowers shall be deemed to be a representation and warranty by the Company Borrowers that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion Conversion of Committed Loans to the other Type, or a continuation of Eurocurrency LIBOR Rate Loans or Euribor Rate Loans) and of each L/C Issuer to issue each Letter of Credit is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle V or in any other Loan Document, shall be true and correct in all material respects on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, (ii) in the case of any representation and except that warranty qualified by materiality, in which case they shall be true and correct in all respects and (iii) for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 After giving effect to the designation Credit Extension requested to be made on any such date and the use of such Borrower proceeds thereof, Domestic Availability or UK Availability, as a Designated Borrower applicable, shall have been met to the satisfaction of the Administrative Agentnot be less than zero.
(e) In the case of a Credit Extension to be denominated in an Alternative Optional Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Optional Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Optional Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Optional Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Abl Credit Agreement (Lands End Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL Parexel International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V (other than Section 5.05) and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except that (A) if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be true and correct in all respects, (B) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (except that if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be true and correct in all respects as of such earlier date, ) and except that (C) for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclause (a) and (b), respectivelyof Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which that in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Revolving Credit Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.17 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Clarcor Inc.)
Conditions to all Credit Extensions. The Subject to Section 1.12, the obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers each Borrower contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except that (A) if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be required to be true and correct in all respects, (B) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (except that if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be required to be true and correct in all respects as of such earlier date), and except that (C) for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a), (b) and (bc) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required (MC) Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit or Bankers’ Acceptance to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant such Alternative Currency. Notwithstanding the foregoing, neither any Lender nor the L/C Issuer shall be absolved from any obligation to honor any Request for Credit Extension as a result of this Section 4.02(d) unless any of the Administrative Agent, the Required (MC) Lenders or the L/C Issuer, as applicable, is generally electing not to make extensions of credit of the type referred to herein to similarly situated customers under similar agreements as a result of one or more of the events described herein; provided that nothing in this Section shall require the Administrative Agent, any Lender or the L/C Issuer to disclose any confidential information related to similarly situated customers, comparable provisions of similar agreements or otherwise. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Mastec Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (unless such representation is already qualified by materiality, in which case it shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for .
(e) In the case of any Credit Extension (other than a Committed Loan Notice requesting only a conversion on or after the Amendment No. 2 Effective Date, immediately after such Credit Extension and any use of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted proceeds thereof reasonably anticipated by the Company shall be deemed Borrower to be made within 3 Business Days, the aggregate amount of cash and Cash Equivalents (excluding any cash on deposit in accounts the exclusive function of which is to serve as a representation payroll account and warranty limited to amounts in the aggregate reasonably estimated to cover payroll for a two-week period) held by the Company that Loan Parties and their Subsidiaries shall not exceed the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit ExtensionMaximum Cash Threshold.
Appears in 1 contract
Sources: Credit Agreement (Regis Corp)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Term SOFR Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementAgreement or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (provided that, in each case, such materiality qualifier shall not be applicable to any representations and warranties to the extent they are already modified or qualified by materiality in the text thereof) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (provided that, in each case, such materiality qualifier shall not be applicable to any representations and warranties to the extent they are already modified or qualified by materiality in the text thereof) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower is a Designated Borrower case of the initial Credit Extensions hereunder (other than PAREXEL International Holding B.V.in connection with the Existing Letters of Credit), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower all Real Property Security Documents described in Sections 4.01(a)(v) and 6.16 shall have been met to the satisfaction of received by the Administrative Agent.
(e) In the case of a Credit Extension consisting of a Letter of Credit to be denominated in an Alternative L/C Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the L/C Issuer (in the case of any would make it impracticable for such Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative L/C Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency Rate Term SOFR Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except date (provided that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) any representation or warranty qualified by materiality or material adverse effect shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (bcorrect in all respects), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for .
(e) In the case of the initial Credit Extension Extension, all of the conditions precedent to the consummation of the Mirror Acquisition (other than a Committed Loan Notice requesting only a conversion payment of Loans to the other Type or a continuation purchase price with the proceeds of Eurocurrency Rate Loanssuch Credit Extension) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extensionor waived.
Appears in 1 contract
Sources: 364 Day Credit Agreement (Lululemon Athletica Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower contained in Article V (other than Sections 5.04 and each 5.06) or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, if already qualified as to materiality, in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, if already qualified as to materiality, in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 5.03 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (b) and (b)c) of Section 6.01, respectivelyas applicable.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension consisting of a Letter of Credit to be denominated in an Alternative L/C Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the L/C Issuer (in the case of any would make it impracticable for such Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative L/C Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Mosaic Co)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this Agreement, Article VI or any other Loan Document shall be true and correct in all material respects (unless already qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (unless already qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension Extensions to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each L/C Issuer and each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, Type or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each contained in Article V or in any other Loan Party contained Documents (other than those representations and warranties in this AgreementSections 5.01(b)(i), 5.01(c), 5.01(d), all of Sections 5.06 and 5.08, the last sentence of Section 5.09 and all of Section 5.10) shall be true and correct in all material respects on and as of the date of such Credit Extension, except that to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofExtension.
(c) The Administrative Agent andor, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.. Exhibit 4.1
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.15 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Offshore Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Committed Loans to be denominated in an Alternative Offshore Currency), the Swing Line Lender (in the case of any Swing Line Loans Loan to be denominated in an Alternative Offshore Currency), ) or the L/C Issuer Issuers (in the case of any Letter of Credit to be denominated in an Alternative Offshore Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Offshore Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company such Borrower that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit ExtensionExtension and shall be deemed a making of the representations and warranties described in Section 4.02(a).
Appears in 1 contract
Sources: Credit Agreement (Stryker Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension, including the obligation of the Lenders to make the initial Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other TypeCredit hereunder, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) At the time any disbursement is to be made and immediately thereafter, there shall have been no event or circumstance that has (i) had a Material Adverse Effect, or (ii) resulted in a WJE Material Adverse Change, or (iii) resulted in a WJE Prepayment Event, in each case, as determined by the Administrative Agent in the exercise of its reasonable business judgment.
(d) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is hereof together with a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as completed current Borrowing Base Certificate signed by a Designated Borrower shall have been met to the satisfaction Responsible Officer of the Administrative AgentBorrower.
(e) In The Administrative Agent shall have received each of the case of a Credit Extension following, in form and substance satisfactory to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, ; provided that items (i) through (iv) shall be required only for the Required initial Extension of Credit hereunder:
(i) a comfort letter issued by the Korean legal counsel of the Borrower confirming the due endorsement of the share certificates representing the WJE Stock pledged to the Lenders under the Korean Share Pledge with the names of the Lenders as pledgees;
(ii) a copy of the shareholders registry of WJE on which the names and addresses of the Lenders are recorded as pledges of the pledge established on the WJE Stock pursuant to the Korean Share Pledge;
(iii) a notice of Security Assignment (as defined in the case Korean Share Pledge) issued by the Borrower to Daishin Securities Co., Ltd. and the acknowledgment by Daishin Securities Co., Ltd. of any Loans the receipt of such notice;
(iv) an undated power of attorney duly executed by the Borrower; and
(v) such documents and/or certifications as the Administrative Agent may reasonably require to evidence that the security interest purported to be denominated in an Alternative Currency)created under the Korean Share Pledge has been validly created, the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencyregistered and perfected. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) 5.02(a), (b), and (bc) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Sunpower Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than on the Closing Date, other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate SOFR Loans) is subject to the following conditions precedent:
(a) The Subject in the case of any Borrowing in connection with a New Loan Commitment or Incremental Equivalent Debt to the provisions in Section 1.02(i), the representations and warranties of the Borrowers Borrower and each other Loan Party contained in this Agreement, Article V or any other Loan Document shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b), respectively, prior to such proposed Credit Extension.
(b) No Subject in the case of any Borrowing in connection with a New Loan Commitment or Incremental Equivalent Debt to the provisions in Section 1.02(i), no Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereoftherefrom.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for a Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate SOFR Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied (unless waived) on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: First Lien Credit Agreement (ZoomInfo Technologies Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than including a Committed Request for Credit Extension relating to an advance under an Incremental Facility but excluding a Loan Notice requesting only a conversion of Loans to the other Type, another Type or a continuation of Eurocurrency Term SOFR Loans, Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, if qualified by materiality or reference to Material Adverse Effect, in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, if qualified by materiality or reference to Material Adverse Effect, in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(aclauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer Issuer(s) or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.15 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there such currency remains an Eligible Currency.
(f) There shall not have occurred be no restriction, limitation, prohibition or material impediment imposed under Law or by any change in national Governmental Authority as to the proposed Credit Extension or international financial, political the repayment thereof or economic conditions as to rights created under any Loan Document or currency exchange rates or exchange controls which in the reasonable opinion as to application of the Administrative Agentproceeds of the realization of any such rights. Notwithstanding anything to the contrary contained in this Agreement, the Required Lenders conditions set forth in clauses (a) and (b) of this Section 4.02 shall be subject to the provisions of Section 1.10 in the case of any Loans Incremental Term Facility used to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencyfinance a Limited Condition Acquisition. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other another Type or a continuation of Eurocurrency Term SOFR Loans, Alternative Currency Term Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Celestica Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers McAfee and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender Issuer, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If such Credit Extension is the initial Credit Extension to the Irish Borrower hereunder, the conditions set forth in Section 5.03 have been satisfied. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by McAfee or the Company Irish Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (McAfee, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other another Type, or a continuation of Eurocurrency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except date (provided that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) any representation or warranty qualified by materiality or material adverse effect shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (bcorrect in all respects), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other another Type or a continuation of Eurocurrency Term Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each the DIP Lender to honor make a Loan on the occasion of any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) borrowing is subject to the satisfaction of each of the conditions set forth in Section 4 on the date of such Loan (other than those conditions expressly required to be satisfied on the Closing Date) and the following conditions precedentadditional conditions:
(a) Borrowers shall have delivered to the DIP Lender an appropriate Borrowing Request, duly executed and completed, by the time specified in, and otherwise as permitted by, this Agreement.
(b) The representations and warranties of the made by Borrowers and each other Loan Party contained in this Agreement, herein shall be true and correct on in all material respects at and as of the date if made as of such Credit Extensiondate (in each case immediately prior to, and after giving effect to, the funding of any Loans) except to the extent that such representations and warranties specifically refer they expressly relate to an earlier date, in which case they such representations and warranties shall be true and correct in all respects on and as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(bc) No Default or Event of Default shall exist, exist or would result from be continuing either prior to or after giving effect to the making of such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereofLoan.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation The making of such Borrower as a Designated Borrower shall have been met to Loan (and the satisfaction use of the Administrative Agentproceeds therefrom) shall not violate any Law and shall not be enjoined, temporarily, preliminarily or permanently.
(e) In No Material Adverse Effect shall have occurred.
(f) The making of such Loan complies with the case of a Credit Extension Budget, in all respects, or has otherwise been approved in writing by the DIP Lender.
(g) With respect to any Loans made after the Closing Date, the DIP Financing Orders shall have been entered approving the DIP Facility, in form and substance satisfactory to the DIP Lender in its sole discretion, which DIP Financing Orders shall be denominated in an Alternative Currency, there full force and effect and shall not have occurred been reversed, vacated, or stayed, and shall not have been amended, supplemented, or otherwise modified without the prior written consent of the DIP Lender.
(h) There shall not exist any change in national Law, ruling, judgment, order, injunction, or international financialother restraint that, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion sole judgment of the Administrative AgentDIP Lender, prohibits, restricts or imposes a materially adverse condition on Borrowers, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency)DIP Facility, or the L/C Issuer (exercise by the DIP Lender of its rights as a secured party with respect to the DIP Collateral. For the avoidance of doubt, the Revised Covenants and Conditions included in the case of any Letter of Credit to 2010 Opinion shall not be denominated in an Alternative Currencyconsidered such a restraint.
(i) would make it impracticable for such Credit Extension to Any borrowing hereunder shall be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans limited to the other Type amount that is required to fund disbursements permitted under the Budget or a continuation otherwise available for use by Borrowers. The delivery of Eurocurrency Rate Loans) submitted by the Company each Borrowing Request shall be deemed to be constitute a representation and warranty by the Company that Borrower of the conditions correctness of the matters specified in Sections 4.02(a) and subsections (b) have been satisfied on and as of the date of the applicable Credit Extensionthrough (i) above.
Appears in 1 contract
Sources: Senior Secured Debtor in Possession Loan Agreement (Premier Exhibitions, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) with respect Table of Contents to any Borrowing after the Closing Date, for the representations and warranties contained in Section 5.05(c) and clause (b) of Section 5.06), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in Article V of this AgreementAgreement or in any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.024.2, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.5 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(asubsections (a) and (b), respectively, of Section 6.1.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofExtension.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, such Borrower shall have been designated as a Designated Borrower pursuant to Section 2.17. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a4.2(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) with respect to any Borrowing after the Closing Date, for the representations and warranties contained in Section 5.05(c) and clause (b) of Section 5.06), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Starbucks Corp)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion Conversion of Committed Loans to the other Type, or a continuation of Eurocurrency LIBOR Rate Loans or BA Equivalent Loans) and of each L/C Issuer to issue each Letter of Credit is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, Article V or in any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes (ii) in the case of this Section 4.02any representation and warranty qualified by materiality, the representations and warranties contained in Sections 5.04(a) and (b) they shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (b), respectivelycorrect in all respects.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 After giving effect to the designation Credit Extension requested to be made on any such date and the use of such Borrower as a Designated Borrower proceeds thereof, no Overadvance shall have been met to the satisfaction of the Administrative Agentexist.
(e) In the case of a Credit Extension to be denominated in an Alternative Optional Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Optional Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Optional Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Optional Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion Conversion of Committed Loans to the other Type or a continuation of Eurocurrency LIBOR Rate Loans or BA Equivalent Loans) submitted by the Company applicable Borrower shall be deemed to be a representation and warranty by the Company Borrowers that the conditions specified in Sections 4.02(a) and (b) Section 4.02 have been satisfied on and as of the date of the applicable Credit Extension. The conditions set forth in this Section 4.02 are for the sole benefit of the Credit Parties but until the Required Lenders otherwise direct the Agent to cease making Loans and issuing Letters of Credit, the applicable Lenders will fund their Applicable Percentage of all Loans and L/C Advances and participate in all Swing Line Loans and Letters of Credit whenever made or issued, which are requested by the Company and which, notwithstanding the failure of the Loan Parties to comply with the provisions of this Article IV, are agreed to by the Agent, provided, however, the making of any such Loans or the issuance of any Letters of Credit shall not be deemed a modification or waiver by any Credit Party of the provisions of this Article IV on any future occasion or a waiver of any rights or the Credit Parties as a result of any such failure to comply.
Appears in 1 contract
Sources: Credit Agreement (YCC Holdings LLC)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any Compliance Certificate, Pro Forma Compliance Certificate, Loan Notice or Swing Line Loan Notice furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, (i) there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency, and (ii) there shall be no impediment, restriction, limitation or prohibition imposed under Law or by any Governmental Authority, as to the proposed financing under this Agreement or the repayment thereof or as to rights created under any Loan Document or as to application of the proceeds of the realization of any such right.
(d) The Administrative Agent and, if applicable, the L/C Issuer and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(f) In the case of a Credit Extension to be denominated in an Alternative Currency, such currency remains an Eligible Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower Representative or any other Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency LIBO Rate LoansLoans in accordance with the provisions of Section 2.02 hereof) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (unless such representations and warranties are qualified by materiality, in which case they shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and clauses (a)and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency LIBO Rate LoansLoans in accordance with the provisions of Section 2.02 hereof) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company Borrower that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension. The conditions set forth in this Section 4.02 are for the sole benefit of the Credit Parties but until the Required Lenders otherwise direct the Administrative Agent to cease making Committed Loans, the Lenders will continue to fund their Applicable Percentage of all Loans and L/C Advances and participate in all Swing Line Loans and Letters of Credit whenever made or issued, which are requested by the Borrower and which, notwithstanding the failure of the Loan Parties to comply with the provisions of this Article IV, agreed to by the Administrative Agent, provided, however, the making of any such Loans or the issuance of any Letters of Credit shall not be deemed a modification or waiver by any Credit Party of the provisions of this Article IV on any future occasion or a waiver of any rights or the Credit Parties as a result of any such failure to comply.
Appears in 1 contract
Sources: Credit Agreement (Nash Finch Co)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except date (provided that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) any representation or warranty qualified by materiality or material adverse effect shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (bcorrect in all respects), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansLoans or Alternative Currency Term Rate Loans and other than the initial Credit Extension on the Closing Date, which shall be subject solely to the conditions in Section 4.01) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, with respect to representations and warranties modified by materiality standards, in all respects) on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, with respect to representations and warranties modified by materiality standards, in all respects) as of such earlier date, and (ii) except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.;
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.;
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.;
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency; and
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.18 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans or Alternative Currency Term Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Kbr, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this AgreementArticle V (other than, solely in the case of a Credit Extension, subsection (c) of Section5.05) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Intersil Corp/De)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than (x) a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate LoansLoans or (y) in connection with any request for Incremental Commitments (which shall be governed by Section 2.15)) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this AgreementArticle 5 or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, with respect to any such representation or warranty that is qualified by materiality or Material Adverse Effect, in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, with respect to any such representation or warranty that is qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date, and except that for purposes of this Section Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b(b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a6.01(a) and (b(b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative CurrencyYen, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative CurrencyYen. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a4.02(a) and (b(b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each BorrowerLoan Parties contained in Article V or any other Loan Party Document (other than the representations and warranties in Section 5.09(c), which shall be made only as of the Closing Date), or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to Extension (other than any representation and warranty that is already qualified by materiality or Material Adverse Effect in the extent that such representations and warranties specifically refer to an earlier datetext thereof, in which case they such representation and warranty shall be true and correct as of such earlier datein all respects), and except that for purposes of this Section 4.02, (i) the representations and warranties contained in Sections 5.04(a5.09(a) and (b5.09(b) shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b6.01(b), respectively, and (ii) representations and warranties that refer to a specific date (other than those contained in Sections 5.09(a) and 5.09(b)), shall be true and correct as of such date.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Welltower Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower case of a Credit Extension that is a Designated Borrower (other than PAREXEL International Holding B.V.)Revolving Loan, then the conditions of Section 2.16 2.02(f)(iii) to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative CurrencyCanadian Dollars, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required applicable Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative CurrencyCanadian Dollars) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative CurrencyCanadian Dollars. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Pra Group Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except date (provided that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) any representation or warranty qualified by materiality or material adverse effect shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (bcorrect in all respects), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of 73 Lululemon Credit Agreement Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The applicable Administrative Agent and, if applicable, the applicable L/C Issuer or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the applicable Administrative Agent, the Required U.S. Lenders (in the case of any U.S. Committed Loans to be denominated in an Alternative Currency), the Swing Line Lender Required Canadian Lenders (in the case of Swing Line any Canadian Committed Loans to be denominated in an Alternative Currency), Dollars) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for .
(e) Such proposed Extension of Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans is permitted pursuant to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.Section 4.09(b)(1)
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender Party to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Section 5 (other than those representations and warranties in Section 5.5(b), except with respect to the initial Credit Extension) and (ii) each Borrower contained in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.;
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.;
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.;
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Subsidiary of ACS, then the conditions of Section 2.16 to the designation of such Borrower as a Designated an additional Borrower shall have been met to the satisfaction of the Administrative Agent.; and
(e) In the case of a Credit Extension to be denominated in an Alternative Available Foreign Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Multi-Currency Lenders (in the case of any Loans to be denominated in an Alternative Available Foreign Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Available Foreign Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Available Foreign Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a4.2(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Credit Party contained in this AgreementArticle VI or any other Credit Document, or that are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company Borrowers that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, Article 5 or any other Loan Document shall be true and correct in all respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default In the case of the Initial Revolving Borrowing or a rollover loan under the Revolving Credit Facility, no Event of Default or Material Adverse Effect shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereoftherefrom. In the case of extension or automatic renewal of an issued Letter of Credit, no acceleration of the Facility shall have occurred.
(c) The Except in the case of the Initial Revolving Borrowing, a rollover loan under the Revolving Credit Facility or the extension or automatic renewal of an issued Letter of Credit (each of which shall be subject to the terms of Section 4.02(b)), no Default or Material Adverse Effect shall exist, or would result from such proposed Credit Extension or from the application of the proceeds therefrom.
(d) Except in the case of an automatic renewal of an issued Letter of Credit, the Administrative Agent and, if applicable, the relevant L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (Except in the case of any Loans to be denominated in an Alternative Currencythe Initial Revolving Borrowing, where the Outstanding Amount is more than 13.3% of the aggregate of the Commitments (the “Trigger Amount”), the Swing Line Lender (in the case of Swing Line Loans Debt Service Coverage Ratio shall be no less than 1.20 to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency1.00. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrowers shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) or (as the case may be) (c) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Credit Party contained in this AgreementArticle VI or any other Credit Document, or that are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respect on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line applicable Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Types of Loans, or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrowers shall be deemed to be a representation and warranty by the Company Borrowers that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this Agreement, Article V or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the U.S. L/C Issuer or the U.S. Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the U.S. L/C Issuer (in the case of any U.S. Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.17 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The (i) With respect to the Credit Extensions advanced on the Closing Date, the representations and warranties of the Borrowers and each Borrower contained in Article V or any other Loan Party Document delivered on or before the Closing Date shall be true and correct in all respects on and as of the Closing Date; and (ii) with respect to any Credit Extension advanced after the Closing Date, the representations and warranties of the Borrower contained in this AgreementArticle V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent already qualified by materiality which such representations and warranties shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Harte Hanks Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Credit Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 6.13 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.09.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or and/or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Revolving Loans to be denominated in an Alternative Currency), the Canadian Swing Line Lender (in the case of any Swing Line Loans Loan to be denominated in an Alternative CurrencyCanadian Dollars), the Australian Swing Line Lender (in the case of any Swing Line Loan to be denominated in Australian Dollars) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension Tranche A Revolving Loan to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Tranche A Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension Tranche A Revolving Loan to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Credit Party contained in this Credit Agreement, the Pledge Agreement, the Notes, the Fee Letters or any other material Credit Document shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects on and as of such earlier datedate (provided that representations and warranties that are qualified by any materiality or Material Adverse Effect standard shall be true and correct in all respects), and except that for purposes of this Section 4.025.03 from and after the date of any delivery of any financial statements pursuant to Section 7.01(a), the representations and warranties contained in Sections 5.04(a) and (bSection 6.05(a) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aSection 7.01(a) and (b), respectivelyto the date of such financial statements.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicableapplicable (other than in the case of an Existing Letter of Credit), the applicable L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Revolving Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) Until the receipt by the Administrative Agent of evidence in form and substance satisfactory to the Administrative Agent that the Indebtedness under the Senior Notes and the Existing Indenture (or any applicable refinancing thereof) shall have been, or will be concurrently with the requested Credit Extension, repaid in full and all obligations of the Borrower and its Subsidiaries thereunder are terminated, the receipt by the Administrative Agent of evidence in form and substance satisfactory to it that the applicable requested Credit Extension complies with Section 2.01(h). Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company Borrower that the conditions specified in Sections 4.02(a5.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (HSN, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers each Borrower and each other Loan Party contained in this AgreementArticle V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties are qualified by materiality, in which case such representations and warranties shall be true and correct in all respects, and except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereofhereof (except in the case of Credit Extensions made or deemed to be made under Sections 2.14(b)(v) and 2.16(a)(iv).
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Letter of Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Agent or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Letter of Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Committed Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) for the representation and warranty contained in Section 5.05(c), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Committed Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Starbucks Corp)
Conditions to all Credit Extensions. The obligation of each Lender and each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers (i) each Borrower contained in Article V (other than Section 5.05) and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except that (A) if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be true and correct in all respects, (B) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (except that if a qualifier relating to materiality, Material Adverse Effect or a similar concept applies, such representation or warranty shall be true and correct in all respects as of such earlier date, ) and except that (C) for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 5.04 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclause (a) and (b), respectivelyof Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender Lender, if no Autoborrow Agreement is then in effect, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which that in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Revolving Credit Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.17 to the designation of such Borrower as a Designated Borrower shall have been met to the reasonable satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company and each Swing Line Borrowing pursuant to an Autoborrow Agreement shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Clarcor Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative applicable Agent and, if applicable, the applicable L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower case of a Credit Extension that is a Designated Borrower (other than PAREXEL International Holding B.V.)Revolving Loan, then the conditions of Section 2.16 2.02(f)(iii) to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative applicable Agent, the Required Multi Currency Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Pra Group Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Credit Party contained in this AgreementArticle VI (other than the representations and warranties set forth in Sections 6.06 and 6.07(b)), shall be true and 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 as so qualified) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (other than any representation or warranty qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects as so qualified) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default shall exist immediately before or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofimmediately after giving effect thereto on a Pro Forma Basis.
(c) The Administrative Agent andAgent, if applicable, the L/C Issuer or and/or Swingline Lenders if, in the Swing Line Lender case of the USD Swingline Lenders, no Autoborrow Agreement is then in effect, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Multi-Currency Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Types of Loans, or a continuation of Eurocurrency Rate Term Benchmark Loans) submitted by the Company Borrowers and each USD Swingline Borrowing pursuant to an Autoborrow Agreement shall be deemed to be a representation and warranty by the Company Borrowers that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Euro Term Rate Loans) ), including the initial Credit Extension, is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each contained in Article V or any other Loan Party contained Document (except (other than on the Closing Date) the representations and warranties set forth in this AgreementSection 5.05(c) and Section 5.06), shall be true and correct in all material respects on and as of the date of such Credit ExtensionExtension (unless any such representation or warranty is qualified by materiality, in which event such representation or warranty shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be have been true and correct in all material respects as of such earlier date (unless any such representation or warranty is qualified by materiality, in which event such representation or warranty shall have been true and correct in all respects on and as of such earlier date), and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectivelyof Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender Lender, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.15 to the designation of such Borrower as a Designated Borrower shall have been met. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Euro Term Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of L/C Issuer and of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, shall be true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation or warranty shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans and other than a Canadian Loan Notice requesting only a conversion of Canadian Loans to the other Type, or a continuation of Term ▇▇▇▇▇ Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers US Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or, in each case, in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent any such representation and warranty itself is qualified by “materiality,” “Material Adverse Effect” or similar qualifier, in which case it shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except to the extent any such representation and warranty itself is qualified by “materiality,” “Material Adverse Effect” or similar qualifier, in which case it shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The With respect to a Borrowing, conversion or continuation of Committed Loans or a Swing Line Loan (if no Autoborrow Agreement is then effect) or an L/C Credit Extension, the Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender Lender, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If With respect to a Borrowing, conversion or continuation of Canadian Loans, or the applicable Borrower is issuance, amendment or extension of a Designated Borrower (other than PAREXEL International Holding B.V.)Canadian Letter of Credit, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower Canadian Lender shall have been met to received a Request for Credit Extension in accordance with the satisfaction of the Administrative Agentrequirements hereof.
(e) In the case of a Credit Extension (other than a Canadian Borrowing or Canadian Letter of Credit) to be denominated in an Alternative Currency, such currency remains an Eligible Currency, and there shall not have occurred be no impediment, restriction, limitation or prohibition imposed under Law or by any change in national Governmental Authority, as to the proposed financing under this Agreement or international financial, political the repayment thereof or economic conditions as to rights created under any Loan Document or currency exchange rates or exchange controls which in the reasonable opinion as to application of the Administrative Agent, proceeds of the Required Lenders realization of any such rights.
(in f) In the case of any Loans Request for Credit Extension of an Alternative Currency Loan, each US A-2 Lender shall have consented to the making of such Alternative Currency Loan (it being understood and agreed that (x) to the extent any US A-2 Lender shall refuse to lend in such Alternative Currency, such Credit Extension shall not be made, and (y) any failure by a US A-2 Lender to respond to the Administrative Agent’s request made pursuant to Section 2.02(a) with respect to such Alternative Currency Loan within the time period required by Section 2.02(a) shall be deemed to be denominated a refusal by such US A-2 Lender to permit such Committed Loan A-2 to be made in an such requested Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans and other than a Canadian Loan Notice requesting only a conversion of Canadian Loans to the other Type, or a continuation of Term ▇▇▇▇▇ Rate Loans) submitted by the Company US Borrower and each Swing Line Borrowing pursuant to an Autoborrow Agreement shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and 4.02(b) (band, with respect to any Request for Credit Extension requesting a Borrowing of an Alternative Currency Loan, Section 4.02(f)) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion Conversion of Committed Loans to the other Type, or a continuation ) and of Eurocurrency Rate Loans) each L/C Issuer to issue each Letter of Credit is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this Agreement, Article V or in any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes (ii) in the case of this Section 4.02any representation and warranty qualified by materiality, the representations and warranties contained in Sections 5.04(a) and (b) they shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) true and (b), respectivelycorrect in all respects.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 After giving effect to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension requested to be denominated in an Alternative Currencymade on any such date and the use of proceeds thereof, there no Overadvance shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencyexist. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion Conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate LoansType) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company Borrower that the conditions specified in Sections 4.02(a) and (b) Section 4.02 have been satisfied on and as of the date of the applicable Credit Extension. The conditions set forth in this Section 4.02 are for the sole benefit of the Credit Parties but until the Required Lenders otherwise direct the Agent to cease making Loans and issuing Letters of Credit, the applicable Lenders will fund their Applicable Percentage of all Loans and L/C Advances and participate in all Swing Line Loans and Letters of Credit whenever made or issued, which are requested by the Borrower and which, notwithstanding the failure of the Loan Parties to comply with the provisions of this Article IV, are agreed to by the Agent, provided, however, the making of any such Loans or the issuance of any Letters of Credit shall not be deemed a modification or waiver by any Credit Party of the provisions of this Article IV on any future occasion or a waiver of any rights or the Credit Parties as a result of any such failure to comply.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than the Kohler Acquisition Closing Date Borrowing, a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Borrower and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (unless such representation or warranty is already qualified by materiality or Material Adverse Effect, in which case it shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (unless such representation or warranty is already qualified by materiality or Material Adverse Effect, in which case it shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofExtension.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.025.03, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars), the Swing Line Lender (in the case of any Foreign Swing Line Loans to be denominated in an Alternative Currency), Loan) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencycurrency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.03(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension. Notwithstanding the foregoing, (i) the only representations and warranties the accuracy of which shall be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date shall be the Specified Representations and the Specified Merger Agreement Representations (after giving effect to the Comdata Acquisition, the Borrowings hereunder and the other transactions contemplated by this Agreement and the Merger Agreement to occur on the Initial Borrowing Date) and (ii) Sections 5.03(b) and 5.03(e) shall not be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each the Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Loan Parties contained in Article VI or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) If the applicable Borrower is a Designated Borrower, such Borrower shall have been designated as a Designated Borrower pursuant to Section 2.13.
(f) Prior to the earlier of (i) 30 days after the Closing Date and (ii) the first Credit Extension, the Lender shall have received evidence satisfactory to the Lender that the Company’s line of credit with Union Bank has been repaid in full and terminated. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Wd 40 Co)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this Agreement, Article VI or any other Loan Document shall be true and correct in all material respects (unless already qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (unless already qualified by materiality, in which case such representation and warranty shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension Extensions to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the satisfaction or waiver of the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a), (b) and (bc), respectivelyas applicable, of Section 6.01.
(b) No Default or Event of Default shall exist, exist or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Kofax LTD)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Parent and each other Loan Party contained in this AgreementArticle V or any other Loan Document, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Letter of Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any material change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Letter of Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Revolving Loan Notice requesting only a conversion of Revolving Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company any Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Egl Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the an L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Revolving Lenders (in the case of any Revolving Credit Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type Type, or a continuation of Eurocurrency Rate Loans or Alternative Currency Term Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Stericycle Inc)
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Eurodollar Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article II, Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that Extension (provided for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) Section 5.09(a), other than the penultimate sentence thereof, shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b6.01(b), respectively).
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Swingline Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Eurodollar Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender and the L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only (x) a conversion of Term SOFR Loans to the other TypeBase Rate Loans or a conversion of Base Rate Loans to Term SOFR Loans, or (y) a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.024.02(a), the representations and warranties contained in Sections 5.04(aSection 5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections to, respectively, of Section 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender Lender, shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), Currency Loans) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(e) There shall be no impediment, restriction, limitation or prohibition imposed under Law or by any Governmental Authority, as to the proposed financing under this Agreement or the repayment thereof or as to rights created under any Loan Document or as to application of the proceeds of the realization of any such rights.
(f) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.19 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only (x) a conversion of Term SOFR Loans to the other Type Base Rate Loans or a conversion of Base Rate Loans to Term SOFR Loans, or (y) a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (GENTHERM Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers contained in Article V and (ii) each other Loan Party contained in this each other Loan Document or in any document furnished at any time under or in connection herewith or therewith (including any Designated Borrower Request and Assumption Agreement), shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 2.14 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(f) In the case of a Credit Extension occurring on or after May 15, 2006, unless and until the entire principal, all accrued interest and all other obligations with respect to the Senior Notes have been fully and finally paid, the Available Liquidity shall be not less than the Redemption Value of the Senior Notes. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) and, on and after May 15, 2006, Section 4.02(f), have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Avnet Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower case of a Credit Extension that is a Designated Borrower (other than PAREXEL International Holding B.V.)Revolving Loan, then the conditions of Section 2.16 2.02(f)(iii) to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Portfolio Recovery Associates Inc)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Revolving Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Credit Parties contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document required to be furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except to the extent that any representation and warranty that is qualified by materiality shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event shall exist on the date of Default shall existsuch Credit Extension, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which which, in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) ), would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Revolving Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Parent Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Committed Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(d) In the case of the Borrowing of the Term Loan, the Administrative Agent shall have received a certificate from a Responsible Officer of the Company containing a calculation of the Consolidated Leverage Ratio after giving effect to such Borrowing. The Consolidated EBITDA used in calculating the Consolidated Leverage Ratio shall be for the four fiscal quarter period ending March 31, 2007. Each submitted Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate LoansLoans and other than the initial Credit Extension on the Closing Date, which shall be subject solely to the conditions in Section 4.01) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, with respect to representations and warranties modified by materiality standards, in all respects) on and as of the date of such Credit Extension, except (i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or, with respect to representations and warranties modified by materiality standards, in all respects) as of such earlier date, and (ii) except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(a5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.;
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.;
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.;
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency; and
(e) If the applicable Borrower is a Designated Borrower, then the conditions of Section 2.18 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Kbr, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, Type or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 4.025.03, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.)Borrower, then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency, Australian Dollars or New Zealand Dollars), the Swing Line Lender (in the case of any Foreign Swing Line Loans to be denominated in an Alternative Currency), Loan) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currencycurrency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.03(a) and (b) have CHAR1\1792192v4 been satisfied on and as of the date of the applicable Credit Extension. Notwithstanding the foregoing, (i) the only representations and warranties the accuracy of which shall be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date shall be the Specified Representations and the Specified Merger Agreement Representations (after giving effect to the Comdata Acquisition, the Borrowings hereunder and the other transactions contemplated by this Agreement and the Merger Agreement to occur on the Initial Borrowing Date) and (ii) Sections 5.03(b) and 5.03(e) shall not be a condition to the availability of the Comdata Facilities on the Initial Borrowing Date.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company contained in Article V and in each other Loan Party contained Document or in this Agreementany document furnished at any time under or in connection herewith or therewith, shall will be true and correct on and as of the date of such Credit Extension, except (i) with respect to any Borrowing after the Closing Date, for the representations and warranties contained in Section 5.05(c) and clause (b) of Section 5.06), (ii) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall will be true and correct as of such earlier date, and except (iii) that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) shall of Section 5.05 will be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall existexists, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall will have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall will not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall will be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of L/C Issuer and of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Borrower contained in Article V and (ii) each other Loan Party contained in this Agreementeach other Loan Document, shall be true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation or warranty shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied (or waived in accordance with Section 10.01) on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative applicable Agent and, if applicable, the L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower case of a Credit Extension that is a Designated Borrower (other than PAREXEL International Holding B.V.)Revolving Loan, then the conditions of Section 2.16 2.02(f)(iii) to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative applicable Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of (i) the Borrowers Borrower contained in Article V (other than the representations and warranties in Section 5.05(b) and Section 5.06(b)) and (ii) each other Loan Party contained in this Agreementeach other Loan Document or in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) on and as of the date of such Credit Extension, Extension (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, ) and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclause (a) and (b), respectivelyof Section 6.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated The Borrower shall have been met paid to the satisfaction of the Administrative Agent, for the account of the Lenders, the upfront fees required to be paid on each Delayed Draw Funding Date pursuant to Section 2.09(b).
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, Agent or the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency.
(f) If an Incremental Term Loan is requested, all conditions set forth in Section 2.15 have been satisfied. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Conditions to all Credit Extensions. The obligation of each Lender or each L/C Issuer to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of the Delayed Draw Term Loans to and the other Type, or a continuation of Eurocurrency Rate LoansAcquisition Revolving Loan) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers Company and each other Loan Party contained in this AgreementArticle VI (other than Sections 6.05(e) and 6.06) or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereofExtension.
(c) The Administrative Agent and, if applicable, the applicable L/C Issuer or the applicable Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or such currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in remains an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Eligible Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a), (b) and (bc) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Thirteenth Amendment to Fourth Amended and Restated Credit Agreement (Quanta Services, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than (x) the initial extensions of credit on the Closing Date and (y) a Committed Loan Notice requesting only a conversion of Committed Revolving Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each Borrower contained in Article V or any other Loan Party Document, or which are contained in this Agreementany document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 6.01.
(b) No Default or Event shall exist on the date of Default shall existsuch Credit Extension, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If the applicable Borrower is a Designated Borrower (other than PAREXEL International Holding B.V.), then the conditions of Section 2.16 to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative Currency, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative Agent, the Required Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), ) or the L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative Currency) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative Currency. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Committed Revolving Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.
Appears in 1 contract
Sources: Credit Agreement (Hcp, Inc.)
Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:
(a) The representations and warranties of the Borrowers and each other Loan Party contained in this AgreementArticle VI or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 4.025.02, the representations and warranties contained in Sections 5.04(asubsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(aclauses (a) and (b), respectively, of Section 7.01.
(b) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.
(c) The Administrative applicable Agent and, if applicable, the applicable L/C Issuer or and/or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.
(d) If In the applicable Borrower case of a Credit Extension that is a Designated Borrower (other than PAREXEL International Holding B.V.)Revolving Loan, then the conditions of Section 2.16 2.02(f)(iii) to the designation of such Borrower as a Designated Borrower shall have been met to the satisfaction of the Administrative Agent.
(e) In the case of a Credit Extension to be denominated in an Alternative CurrencyCanadian Dollars, there shall not have occurred any change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which in the reasonable opinion of the Administrative applicable Agent, the Required applicable Lenders (in the case of any Loans to be denominated in an Alternative Currency), the Swing Line Lender (in the case of Swing Line Loans to be denominated in an Alternative Currency), or the applicable L/C Issuer (in the case of any Letter of Credit to be denominated in an Alternative CurrencyCanadian Dollars) would make it impracticable for such Credit Extension to be denominated in the relevant Alternative CurrencyCanadian Dollars. Each Request for Credit Extension (other than a Committed Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurocurrency Rate Loans) submitted by the Company a Borrower shall be deemed to be a representation and warranty by the Company that the conditions specified in Sections 4.02(a5.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.. CREDIT AGREEMENT PRA GROUP, INC. CHAR1\1811758v6
Appears in 1 contract
Sources: Credit Agreement (Pra Group Inc)