Initial Credit Extensions. The obligation of each Bank to make its initial Loan and of any Issuing Bank to issue any Letter of Credit, whichever first occurs, is, in addition to the conditions precedent specified in Section 11.2, subject to the conditions precedent (and the date on which all such conditions precedent have been satisfied or waived in writing by the Banks is called the "Effective Date") that (a) the Agent shall have received all amounts which are then due and payable pursuant to Section 5 and (to the extent billed) Section 14.6, (b) the Agent shall have received evidence, reasonably satisfactory to the Agent (i) of the completion of an initial equity offering by the Company producing gross proceeds of at least $50,000,000, (ii) that the Founding Companies Acquisition has been (or concurrently with the initial borrowing will be) consummated on terms and conditions set forth in the Founding Companies Acquisition Documents, without giving effect to any amendment or other modification thereto or waiver thereunder unless consented to by the Banks, (iii) that all Debt to be Repaid has been (or concurrently with the making of the initial Loans will be) paid in full and all Liens securing such Debt have been (or concurrently with the making of the initial Loans will be) terminated, and (iv) that the Company and its Subsidiaries leases the real property necessary to operate the Founding Companies pursuant to leases acceptable to the Agent, (c) Winternitz shall have completed a review of the Equipment of the Founding Companies, (d) the Effective Date shall occur on or before June 15, 1998 and (e) all of the following, each duly executed and dated the Effective Date (or such other date as shall be satisfactory to the Agent), in form and substance satisfactory to the Agent, and each (except for the Notes, of which only the originals shall be signed) in sufficient number of signed counterparts to provide one for each Bank:
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Initial Credit Extensions. The obligation of each Bank to make its ------------------------- initial Loan and of any Issuing Bank to issue any Letter of Credit, whichever first occurs, is, in addition to the conditions precedent specified in Section ------- 11.2, subject to the conditions precedent (and the date on which all such ---- conditions precedent have been satisfied or waived in writing by the Banks is called the "Effective Date") that (a) the Effective Date shall occur on or -------------- before October 15, 1999; (b) the Company shall have completed (or shall concurrently complete) the Centurion Acquisition or the Waggoners Acquisition; (c) such Bank shall have confirmed in writing its approval, in its sole discretion, of (i) the new chief executive officer of the Company or the arrangements made for management of the Company pending the appointment of a new chief executive officer and (ii) the supplemental projections provided by the Company on or after August 6, 1999 reflecting the Company's revised acquisition strategy (it being understood that (x) any Bank that does not deliver such approval on or before the Effective Date shall be released from its obligations hereunder (and cease to be a party hereto) on the Effective Date and the Company shall have no obligation to such Bank for any fees or other amounts otherwise payable hereunder and (y) notwithstanding any provision of this Agreement to the contrary, on the Effective Date each of the Revolving Commitment Amount and the Term Commitment Amount shall be reduced by the amount of the Revolving Commitment and the Term Commitment, respectively, of each Bank which ceases to be a party hereto on such date); (d) the Agent shall have received all amounts which are then due and payable pursuant to Section 5 and (to the extent billed) Section 14.6, ; and (be) the Agent shall --------- ------------ have received evidence, reasonably satisfactory to the Agent (i) of the completion of an initial equity offering by the Company producing gross proceeds of at least $50,000,000, (ii) that the Founding Companies Acquisition has been (or concurrently with the initial borrowing will be) consummated on terms and conditions set forth in the Founding Companies Acquisition Documents, without giving effect to any amendment or other modification thereto or waiver thereunder unless consented to by the Banks, (iii) that all Debt to be Repaid has been (or concurrently with the making of the initial Loans will be) paid in full and all Liens securing such Debt have been (or concurrently with the making of the initial Loans will be) terminated, and (iv) that the Company and its Subsidiaries leases the real property necessary to operate the Founding Companies pursuant to leases acceptable to the Agent, (c) Winternitz shall have completed a review of the Equipment of the Founding Companies, (d) the Effective Date shall occur on or before June 15, 1998 and (e) all of the following, each duly executed and dated the Effective Date (or such other date as shall be satisfactory to the Agent), in form and substance satisfactory to the Agent, and each (except for the NotesNotes and the FRB Forms described in Section 11.1.9, of which only the originals shall be -------------- signed) in sufficient number of signed counterparts to provide one for each Bank:"
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