Conditions to establishment Sample Clauses

Conditions to establishment. (a) The establishment of the Accordion Facility will only be effected in accordance with Clause 6.7 (Establishment of Accordion Facility) if: (i) on the date of the Accordion Facility Notice and on the Accordion Facility Date: (A) no Default is continuing or would result from the establishment of the proposed Accordion Facility; and (B) the Repeating Representations to be made by each Obligor are true in all material respects; (ii) the Facility Agent has received in form and substance satisfactory to it: (A) the originals of any Accordion Facility Finance Documents (and of any documents required to be delivered by them); and (B) such documents (if any) as are reasonably necessary as a result of the establishment of the Accordion Facility to maintain the effectiveness of the Finance Documents and the Security Interests created thereunder including, but not limited to, any addenda or supplements to the Mortgages; and (C) such legal opinions as the Facility Agent may require in connection with the documents referred to in this paragraph (i)(A). (b) The Facility Agent shall notify the Corporate Guarantor and the Lenders promptly upon being satisfied under sub-paragraph (a)(ii) of paragraph (a) above. (c) Other than to the extent that the Majority Lenders notify the Facility Agent in writing to the contrary before the Facility Agent gives the notification described in paragraph (b) above, the Lenders authorise (but do not require) the Facility Agent to give that notification. The Facility Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving any such notification.
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Conditions to establishment. The establishment of an Accordion Increase will only be effected in accordance with Clause 3.3 (Establishment of Accordion Increase) if: (A) The Accordion Increase Effective Date is a date which is no later than 15 Business Days after the date on which the Accordion Increase Notice is delivered to the Senior Agent; (B) On the date of the Accordion Increase Notice and on the Accordion Increase Effective Date: (1) No Senior Facility Event of Default is continuing or would result from the establishment of the proposed Accordion Increase; (2) the Repeating Representations to be made by each Obligor are true in all respects; (3) the Senior Agent has received in form and substance satisfactory to the Senior Lenders such documents (if any) as are reasonably necessary as a result of the establishment of that Accordion Increase to maintain the effectiveness of the Security, guarantees, indemnities and other assurance against loss provided to the Finance Parties pursuant to the Finance Documents; (4) the Borrower has paid any upfront fee relating to the Accordion Increase set out in a Fee Letter between the Borrower and the Original Senior Lender; (5) hedging arrangements in respect of the Accordion Increase Amount have been entered into in accordance with the provisions of Clause 22.31 (Hedging), in commercial and legal terms satisfactory to the Original Senior Lender (acting reasonably) and any applicable premium due and payable under the relevant Cap Agreements has been duly paid. (C) The Senior Lenders shall promptly notify the Senior Agent upon being satisfied under paragraph 3.2(B)(3) above whereupon the Senior Agent shall promptly notify the Borrower of the same. (D) Other than to the extent that the Senior Lenders notify the Senior Agent in writing to the contrary before the Senior Agent gives the notification described in paragraph 3.2(C) above, the Senior Lenders authorise (but do not require) the Senior Agent to give that notification. The Senior Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving that notification.
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Conditions to establishment. The establishment of an Accordion Facility will only be effected in accordance with clause 10.6 (Establishment Date) below if:
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Conditions to establishment. The establishment of a Facility C Commitment pursuant to this clause 2.3 shall be subject to the following conditions: (i) the Company shall deliver to the Agent with the Facility C Commitment Request, a certificate signed by two directors including calculations showing in reasonable detail that the Company is in compliance with the financial covenants set out in clause 22 (Financial Covevants) below; and (ii) on the proposed Facility C Commitment Commencement Date, no Event of Default is continuing.
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Conditions to establishment. The establishment of an Incremental Facility will only be effected in accordance with Clause 8.5 (Establishment of Incremental Facilities) if the Incremental Debt Conditions are satisfied.
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Related to Conditions to establishment

  • Conditions to Funding The obligations of the Lenders to make any Credit Extension hereunder on the Funding Date are subject to the satisfaction of the following conditions: (a) The Funding Date shall be a Business Day on or before the Long StopLongstop Date. (b) The Administrative Agent shall have received, on behalf of itself and the Lenders, a legal opinion of Ropes & ▇▇▇▇ International LLP, New York counsel for the Borrower, in form reasonably acceptable to the Administrative Agent (i) dated the Funding Date, (ii) addressed to the Administrative Agent, the Security Agent and the Lenders and (iii) covering such other matters relating to the Loan Documents and the Existing Transactions as the Administrative Agent shall reasonably request, and the Borrower hereby requests such counsel to deliver such opinions. (c) The Administrative Agent shall have received: (i) A copy of the Organization Documents of each Loan Party. (ii) In respect of each Loan Party incorporated or established and/or having its registered office in the United States, a certificate of good standing in respect of such Loan Party. (iii) A copy of a resolution of the board or, if applicable, a committee of the board, of directors of each Loan Party (A) approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and resolving that it execute, deliver and perform the Loan Documents to which it is a party; (B) authorising a specified person or persons to execute the Loan Documents to which it is a party on its behalf; and (C) authorising a specified person or persons, on its behalf, to sign and/or deliver all documents and notices (including, if relevant, any Borrowing Request) to be signed and/or delivered by it under or in connection with the Loan Documents to which it is a party. (iv) A specimen of the signature of each person authorised by the resolution in relation to the Loan Documents and related documents. (v) A secretary’s certificate of each Loan Party in a form reasonably satisfactory to the Administrative Agent. (d) [Reserved]. (e) The Administrative Agent shall have received, at least three Business Days prior to the Funding Date, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the USA PATRIOT Act, that has been reasonably requested by the Initial Lenders at least ten days prior to the Funding Date. (f) The Administrative Agent shall have received the Loan Escrow Agreement duly executed and delivered (or counterparts hereof) by the Borrower. (g) A certificate from the chief financial officer (or other Responsible Officer) of the Borrower, substantially in the form attached as Exhibit I hereto, certifying that the Borrower is Solvent. (h) Each Major Representation is true in all material respects. (i) Solely if the Closing Date has not occurred on the Funding Date, the Administrative Agent shall have received the Escrow Guarantee Agreement duly executed and delivered (or counterparts thereof) by the Escrow Guarantor, the Borrower and the other parties thereto.

  • Conditions to Loan Section 3.1 Conditions to Funding of the Loan on the Closing Date......................................... 33

  • Conditions to Loans The obligations of Lenders to make Loans are subject to satisfaction of all of the applicable conditions set forth below.

  • Conditions to Effectiveness The effectiveness of this Amendment is subject only to the satisfaction (or waiver by each First Amendment Term Lender) of the following conditions precedent (the date on which such conditions have been satisfied (or waived by each First Amendment Term Lender) the “First Amendment Effective Date”): The Incremental Arranger shall have received executed counterparts of (A) this Amendment from the Borrower and each First Amendment Term Lender, (B) that certain Second Lien Guarantor Consent and Reaffirmation dated as of the date hereof, made by each Guarantor in favor of the Administrative Agent and the Collateral Agent, and (C) that certain fee letter dated the date hereof, by and among the Borrower, each First Amendment Term Lender and the Incremental Arranger (the “First Amendment Fee Letter”), from the Borrower and each First Amendment Term Lender. The representations and warranties of the Borrower and each other Loan Party contained in Article V of the Second Lien Credit Agreement 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 hereof, 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 5(b), the representations and warranties contained in Sections 5.05(a) and (b) of the Second Lien Credit Agreement shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b) of the Second Lien Credit Agreement, respectively, prior to the date hereof and the representations and warranties in Sections 5.12, 5.14 and 5.17 of the Second Lien Credit Agreement shall be made by reference to the date hereof. The Offeror shall make each of the Major Representations in respect of itself and such Major Representations 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 hereof. No Event of Default shall have occurred and be continuing as of the date hereof.

  • CONDITIONS TO GRANT TO HAVE AND TO HOLD the above granted and described Property unto and to the use and benefit of Lender, and the successors and assigns of Lender, forever; PROVIDED, HOWEVER, these presents are upon the express condition that, if Borrower shall well and truly pay to Lender the Debt at the time and in the manner provided in the Note and this Security Instrument, shall well and truly perform the Other Obligations as set forth in this Security Instrument and shall well and truly abide by and comply with each and every covenant and condition set forth herein and in the Note, these presents and the estate hereby granted shall cease, terminate and be void.