Initial and Subsequent Loans Clause Samples
The 'Initial and Subsequent Loans' clause defines the terms under which a borrower may access an initial loan and any additional loans thereafter under a financing agreement. Typically, this clause outlines the conditions precedent for the initial loan disbursement, such as documentation requirements or satisfaction of covenants, and specifies the process and criteria for requesting and approving subsequent loans, which may include limits on amounts, timing, or frequency. Its core practical function is to provide a clear framework for multiple loan advances, ensuring both parties understand the procedures and limitations for accessing further funds beyond the initial loan.
Initial and Subsequent Loans. The making of each Loan to Borrower (including the initial Loan) on any Business Day is subject to the delivery of all Collateral Documents pertaining to the Eligible Collateral to be pledged for such Loan, together with all documents set forth in Section 2.03(b)(i)-(x) and the satisfaction of the following further conditions precedent, both immediately prior to the making of such Loan and also after giving effect thereto and to the intended use thereof:
(a) no Event of Default or Default shall have occurred and be continuing on such date either before or after giving effect to the making of the advance;
(b) Lender shall have received from Borrower and CT Mezz II, and Borrower shall have received from each Collateral Obligor such representations and warranties as Lender shall, in its sole discretion, deem satisfactory. The representations and warranties made by Borrower in Section 6 hereof, elsewhere in each of the Loan Documents and by CT Mezz II in the Guaranty, shall be true and complete on and as of the date of the making of such Loan in all material respects (in the case of the representations and warranties in Section 6.09, solely with respect to Eligible Collateral included in the Borrowing Base) with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Lender shall have received an officer's certificate signed by a Responsible Officer of Borrower certifying as to the truth and accuracy of the above, which certificate shall also include a representation that (i) Borrower is in compliance with all governmental licenses and authorizations, (ii) Borrower is qualified to do business, validly existing and, to the extent determinable, in good standing, in all required jurisdictions, (iii) the facts set forth in the Diligence Materials related to the Collateral for such Loan are, to the best knowledge of Borrower after diligent inquiry, true and correct (or shall fully explain all adverse changes from the information previously supplied to Lender), (iv) there has been no change in the organizational and authority documents provided to Lender pursuant to Section 5.01(b) hereof since the date of the most recent certification thereof to Lender, and (v) there has been no Material Adverse Effect since the date of the last advance to Borrower hereunder. If required, Lender shall also receive a similar Certificate executed by ...
Initial and Subsequent Loans. The making of each Loan to the Borrowers (including the initial Loan) on any Business Day is subject to the satisfaction of the following further conditions precedent, both immediately prior to the making of such Loan and also after giving effect thereto and to the intended use thereof:
Initial and Subsequent Loans. The obligation of each Lender to make any Loan to be made by it hereunder, and the obligation of any Issuing Bank to issue any Letter of Credit hereunder, is subject to the conditions precedent that, as of the date of such Loan or such issuance, and before and after giving effect thereto:
(1) no Default shall have occurred and be continuing; and
(2) the representations and warranties made by each of the Borrowers and the other Obligors in each Basic Document to which it is a party shall be true in all material respects (except for those representations and warranties qualified by materiality, which shall be true in all respects) on and as of the date of the making of such Loan or such issuance, with the same force and effect as if made on and as of such date (except to the extent such representations and warranties relate to an earlier date, in which event they shall be true in all material respects (except for those representations and warranties qualified by materiality, which shall be true in all respects) on and as of such earlier date); provided that the representations and warranties set forth in Section 8.10 hereof need be true only as of the A&R Closing Date. Each notice of borrowing by a Borrower hereunder shall constitute a certification by such Borrower to the effect set forth in the preceding sentence (both as of the date of such notice and, unless any of the Borrowers otherwise notifies the Administrative Agent prior to the date of such borrowing or issuance, as of the date of such borrowing or issuance).
Initial and Subsequent Loans. The obligation of the Lenders to make Loans to any Obligor upon the occasion of each Borrowing hereunder (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Borrowing and after giving effect thereto: (i) no Default shall have occurred and be continuing and (ii) the representations and warranties made by the Company in Article VII and by each Designated Subsidiary in its respective Notice of Designation of a Designated Subsidiary shall be true on and as of the date of the making of such Borrowing with the same force and effect as if made on and as of such date and following such new Borrowing, except to the extent such representations and warranties are expressly limited to an earlier date or the Majority Lenders have expressly consented in writing to the contrary. Each request for a borrowing by the Company hereunder shall constitute a certification by the Company to the effect set forth in the preceding sentence (both as of the date of such notice and, unless the Company otherwise notifies the Administrative Agent prior to the date of and immediately following such Borrowing as of the date thereof).
Initial and Subsequent Loans. The Borrower shall give the Administrative Agent in the case of Eurodollar Loans irrevocable notice by telephone not later than 12:00 noon (Atlanta, Georgia, time) three (3) days prior to the date of such Eurodollar Loan and shall immediately confirm any such telephone notice with a written Request for Loan; provided, however, that the failure by the Borrower to confirm any notice by telephone with a written Request for Loan shall not invalidate any notice so given.
Initial and Subsequent Loans. The obligation of any Bank or Issuing Lender to make a Loan (including any such Bank’s initial Loan), and of any Issuing Lender to issue, amend, renew or extend any Letter of Credit (each of the foregoing, a “Credit Event”) is subject to the conditions precedent that, both immediately prior to such Credit Event and also after giving effect thereto and to the intended use thereof:
(a) no Default or Event of Default shall have occurred and be continuing;
(b) the representations and warranties made by the Company in Section 7 hereof (in the case of any Credit Event after the Effective Date, other than (i) the last sentence of Section 7.02 hereof, (ii) Section 7.03 hereof, (iii) Section 7.08 hereof and (iv) Section 7.11 hereof) shall be true and complete in all material respects on and as of the date of such Credit Event with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date) ; provided that any such representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects to the extent so qualified; and
(c) no Change of Control shall have occurred; Each notice of borrowing or request for the issuance or amendment of a Letter of Credit by the Company hereunder shall constitute a certification by the Company to the effect set forth in the preceding sentence (both as of the date of such notice and as of the date of such Credit Event). Without limiting the provisions of Section 2.10 hereof, Continuations and Conversions of Loans shall not be subject to this Section 6.02.
Initial and Subsequent Loans. The obligation of each Lender to make any Loan to be made by it hereunder, and the obligation of the Issuing Bank to issue any Letter of Credit hereunder, is subject to the conditions precedent that, as of the date of such Loan or such issuance, and before and after giving effect thereto:
(a) no Default shall have occurred and be continuing;
(b) the representations and warranties made by each of the Company, the Canadian Borrower, any other Borrower and the Subsidiary Guarantors in each Basic Document to which it is a party shall be true on and as of the date of the making of such Loan or such issuance, with the same force and effect as if made on and as of such date; provided that the representations and warranties set forth in Section 8.10 hereof need be true only as of the Effective Date (except to the extent such representations and warranties relate to an earlier date, in which event they shall be true on and as of such earlier date); and
(c) the borrowing of such Loan by the Company, the Canadian Borrower or any other Borrower hereunder or the issuance of such Letter of Credit, as the case may be, and the related incurrence of obligations by the Company, the Canadian Borrower or any other Borrower does not violate the provisions of any Senior Subordinated Debt Indenture or any other Senior Subordinated Debt Document. Each notice of borrowing by the Company, the Canadian Borrower or any other Borrower hereunder shall constitute a certification by the Company, the Canadian Borrower or such other Borrower to the effect set forth in the preceding sentence (both as of the date of such notice and, unless the Company, the Canadian Borrower or such other Borrower otherwise notifies the Administrative Agent prior to the date of such borrowing or issuance, as of the date of such borrowing or issuance).
Initial and Subsequent Loans. The obligation of the Lender to make Loans to the Borrower upon the occasion of each borrowing hereunder and to issue, renew, extend or reissue Letters of Credit for the account of the Borrower (including the Initial Funding) is subject to the further conditions precedent that, as of the date of such Loans and after giving effect thereto: (i) no Default shall have occurred and be continuing; (ii) no Material Adverse Effect shall have occurred; and (iii) the representations and warranties made by the Borrower in Article VII and in the Security Instruments shall be true on and as of the date of the making of such Loans or issuance, renewal, extension or reissuance of a Letter of Credit with the same force and effect as if made on and as of such date and following such new borrowing, except to the extent such representations and warranties are expressly limited to an earlier date or the Lender may expressly consent in writing to the contrary. Each request for a borrowing or issuance, renewal, extension or reissuance of a Letter of Credit by the Borrower hereunder shall constitute a certification by the Borrower to the effect set forth in the preceding sentence (both as of the date of such notice and, unless the Borrower otherwise notifies the Lender prior to the date of and immediately following such borrowing as of the date thereof).
Initial and Subsequent Loans. The obligation of any Lender to make any Loan to the Borrowers upon the occasion of each borrowing hereunder is subject to the further conditions precedent that, as of the date of such Loan and after giving effect thereto:
(a) no Default shall have occurred and be continuing; and
(b) the representations and warranties made by the Borrowers in Article III hereof shall be true in all material respects on and as of the date of the making of such Loan with the same force and effect as if made on and as of such date (except to the extent such representations or warranties expressly relate to an earlier date, in which case they shall be true in all material respects as of such earlier date). Each notice of or request for a Borrowing by a Borrower hereunder shall constitute a certification by the Borrowers to the effect set forth in the preceding sentence (both as of the date of such notice and, unless any of the Borrowers otherwise notifies the Payment Agent prior to the date of such borrowing, as of the date of such borrowing).
Initial and Subsequent Loans. The obligation of any Lender to make its initial Loan or any subsequent Loan on any Disbursement Date shall be subject to the following conditions precedent unless such condition is waived by the Administrative Agent (acting on the instructions of all Lenders):