Conditions to all drawdowns. No Lender shall be obliged to make or allow, and no Borrower shall request or receive, any Drawdown under any Credit Facility, unless the Closing Date has occurred and the terms and conditions set out below in respect of such Drawdown have been and remain satisfied (or waived by the Required Lenders to permit such Drawdown to take place): (a) no Default has occurred that is continuing on the date such Drawdown is requested or on the proposed Drawdown Date, nor would any Default result after giving effect to the requested Drawdown; (b) each of the representations and warranties contained in each Loan Document is true, accurate and complete in all material respects on and as of the date such Drawdown is requested and the date such Drawdown is made, except to the extent (i) such representations and warranties are expressed to be made only as of a specified date, in which event they need only be true, accurate and complete in all material respects as of such specified date and (ii) the facts, state or condition referred to in such representations and warranties may be modified to reflect changes thereto expressly permitted by Sections 14.1 and 14.2; and (c) each of the terms and conditions applicable to such Drawdown under Articles 2, 3, 4, 5, 6 or 8, as applicable, have been fully complied with.
Appears in 1 contract
Sources: Credit Agreement (Cognos Inc)
Conditions to all drawdowns. No Lender The Lenders shall not be obliged to make or allow, and no the Borrower shall request or receivenot be entitled to request, any Drawdown Drawdown, including the first Drawdown, under any Credit Facility, Facility unless the Closing Date has occurred and the terms and conditions set out below in respect of such Drawdown have been and remain satisfied (or waived by the Required Lenders pursuant to Section 9.4 to permit such Drawdown to take place):).
(a) the terms and conditions of Section 9.1 with respect to such Drawdown have been satisfied;
(b) each of the representations and warranties of the Borrower deemed to be repeated under Section 12.2 is true and correct as of the date such Drawdown is requested and as of the proposed Drawdown Date as though made on and as of each such date;
(c) no Default has occurred that is continuing on the date such Drawdown is requested or on the proposed Drawdown Date, nor would any Default result after giving effect to the requested Drawdown;
(b) each of the representations and warranties contained in each Loan Document is true, accurate and complete in all material respects on and as of the date such Drawdown is requested and the date such Drawdown is made, except to the extent (i) such representations and warranties are expressed to be made only as of a specified date, in which event they need only be true, accurate and complete in all material respects as of such specified date and (ii) the facts, state or condition referred to in such representations and warranties may be modified to reflect changes thereto expressly permitted by Sections 14.1 and 14.2; and
(cd) each of the terms and conditions applicable to such Drawdown under Articles 2, 3, 4, 5, 6 or 8, as applicable, contained in this Agreement shall have been fully complied with.
Appears in 1 contract
Sources: Credit Agreement (MDC Partners Inc)