Conditions of Initial Borrowing Clause Samples
The "Conditions of Initial Borrowing" clause sets out the specific requirements that must be satisfied before a borrower can access funds for the first time under a loan agreement. Typically, these conditions include the delivery of certain documents, evidence of compliance with legal and financial covenants, and confirmation that no default has occurred. By establishing these prerequisites, the clause ensures that the lender is protected and that all necessary legal and procedural steps are completed before any money is disbursed, thereby reducing the risk of lending.
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Conditions of Initial Borrowing. The obligation of each Lender to advance the Borrowings on the Closing Date of its Loans hereunder is subject to satisfaction of the following conditions precedent:
(a) The Administrative Agent’s receipt of the following, each of which shall be originals or telecopies (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Loan Party, each dated the Closing Date (or, in the case of certificates of governmental officials, a recent date before the Closing Date) and each in form and substance satisfactory to the Administrative Agent and each of the Lenders:
(i) executed counterparts of this Agreement, sufficient in number for distribution to the Administrative Agent, each Lender and the Borrower;
(ii) a Note executed by the Borrower in favor of each Lender requesting a Note;
(iii) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Agreement and the other Loan Documents to which such Loan Party is a party;
(iv) copies of the Organization Documents of each Loan Party certified to be true and complete as of a recent date by the appropriate Governmental Authority of the state or other jurisdiction of its incorporation or organization, where applicable, and certified by a secretary or assistant secretary of such Borrower to be true and correct as of the Closing Date and such other documents and certifications as the Administrative Agent may reasonably require to evidence that each Loan Party is duly organized or formed, and that each of the Loan Parties is validly existing, in good standing and qualified to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification;
(v) a favorable opinion of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇ LLP, counsel to the Loan Parties, addressed to the Administrative Agent and each Lender, as to such matters concerning the Loan Parties and the Loan Documents as the Administrative Agent may request;
(vi) a certificate of a Responsible Officer of each Loan Party either (A) attaching copies of all consents, licenses and approvals required in connection with the execution, delivery and performance by such Lo...
Conditions of Initial Borrowing. The obligation of each Lender to make Loans in connection with the initial Borrowing hereunder, and the obligation of the Issuing Lender to issue Letters of Credit hereunder on the Closing Date, is subject to the satisfaction of the following conditions precedent:
(a) The Agent shall have received the following, each dated as of the Closing Date (unless otherwise specified) and, except for the Notes and any certificates or instruments required to be delivered under the OCA Pledge Agreement, in sufficient copies for each Lender:
(i) A Dollar Note for each Lender that is a party hereto as of the Closing Date, in the amount of such Lender's Commitment, and a Foreign Currency Note for each such Lender, in the amount of such Lender's ratable share of the Foreign Currency Sublimit, each duly completed in accordance with the relevant provisions of SECTION 2.4 and executed by OCA;
(ii) the Subsidiary Guaranty, duly completed and executed by each Subsidiary of OCA (other than any corporation the capital stock of which is or has been acquired by OCA or any of its Subsidiaries from individuals who enter into a Service Agreement in the ordinary course of OCA's or its Subsidiaries' acquisition program, the assets of which are transferred to another Subsidiary of OCA that is a Subsidiary Guarantor, and which does not conduct any active trade or business (collectively, "Inactive Subsidiaries")), and an Intercompany Note, duly completed and executed by each such Subsidiary;
(iii) the OCA Pledge Agreement, duly executed by OCA and each Subsidiary of OCA that owns Capital Stock of another Subsidiary other than an Inactive Subsidiary (provided that the Capital Stock of Inactive Subsidiaries shall not be required to be pledged), together with any certificates evidencing the Capital Stock being pledged thereunder as of the Closing Date and undated assignments separate from certificate for any such certificate, duly executed in blank, and any promissory notes being pledged thereunder, duly endorsed in blank; and
(iv) the favorable opinion of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇, PLLC, special counsel to OCA and its Subsidiaries, in substantially the form of EXHIBIT I, addressed to the Agent and the Lenders and addressing such other matters as the Agent or any Lender may reasonably request.
(b) The Agent shall have received a certificate, signed by the president, the chief executive officer, the co-chief executive officer or the chief financial officer of OCA, in form and substance sat...
Conditions of Initial Borrowing. This Agreement shall become effective upon and the obligation of each Lender to make its initial Borrowing hereunder is subject to satisfaction of the following conditions precedent:
Conditions of Initial Borrowing. The obligation of the Lender to make its initial Borrowing hereunder is subject to satisfaction of the following conditions precedent:
Conditions of Initial Borrowing. The obligation of each Lender to make Loans in connection with the initial Borrowing hereunder, and the obligation of the Issuing Lender to issue Letters of Credit hereunder, is subject to the satisfaction of the following conditions precedent:
(a) The Agent shall have received the following, each dated as of the Closing Date (unless otherwise specified) and, except for the Notes and the certificates and instruments required to be delivered under the Pledge Agreement, in sufficient copies for each Lender:
(i) a Revolving Credit Note for each Lender that is a party hereto as of the Closing Date, in the amount of such Lender's Commitment, and a Swingline Note for the Swingline Lender, in the amount of the Swingline Commitment, each duly completed and executed by the Borrower;
(ii) the Pledge Agreement, duly completed and executed by the Borrower, together with all certificates evidencing the capital stock being pledged thereunder and undated stock powers for each such certificate, duly executed in blank, and any promissory notes being pledged thereunder, duly endorsed in blank;
(iii) the Guaranty, duly completed and executed by the Subsidiaries of the Borrower (other than Immaterial Subsidiaries);
(iv) a certificate, signed by the chief executive officer or chief financial officer of the Borrower, in form and substance satisfactory to the Agent, certifying that (A) all representations and warranties of the Borrower contained in this Agreement and the other Credit Documents are true and correct as of the Closing Date, both immediately before and after giving effect to the initial Loans hereunder and the application of the proceeds thereof, (B) no Default or Event of Default has occurred and is continuing, both immediately before and after giving effect to the initial Loans hereunder and the application of the proceeds thereof, and (C) both immediately before and after giving effect to the consummation of the transactions contemplated by this Agreement, no Material Adverse Change has occurred since January 4, 1998, and there exists no event, condition or state of facts that could reasonably be expected to result in a Material Adverse Change;
(v) a certificate of the secretary or an assistant secretary of each of the Borrower and its Subsidiaries (other than Immaterial Subsidiaries), in form and substance satisfactory to the Agent, certifying (A) that attached thereto is a true and complete copy of the articles or certificate of incorporation and all amendments...
Conditions of Initial Borrowing. The obligations of each Lender to make any Loan hereunder, and the amendment and restatement of the Existing Credit Agreement pursuant to the terms hereof, shall not become effective until the date on which each of the following conditions is satisfied (or waived in accordance with Section 10.01):
(a) The Agent shall have received each of the following, each of which shall be originals or facsimiles or Adobe PDFs delivered by electronic mail (followed promptly by originals) unless otherwise specified, each properly executed by a Responsible Officer of the signing Obligor, each dated the Effective Date (or, in the case of certificates of governmental officials, a recent date before the Effective Date) and each in form and substance reasonably satisfactory to the Agent and each of the Lenders:
(i) executed counterparts of this Agreement, sufficient in number for distribution to the Agent, each Lender and the Company;
(ii) executed affirmations and consents to this Agreement from each Subsidiary Guarantor substantially in the form of Exhibit I (each, an "Affirmation and Consent"); and
(iii) a Note executed by the Company in favor of each Lender that has requested a Note at least three Business Days prior to the Effective Date.
(b) The Agent shall have received (i) a certificate with respect to each Obligor dated the Effective Date and signed by a Responsible Officer or other executive officer of such Obligor certifying that the Collateral and Guarantee Requirement has been and continues to be satisfied with respect to such Obligor and that each Security Document is in full force and effect together with such evidence that the Agent may reasonably request in connection therewith and (ii) reasonably satisfactory evidence that all insurance required by the Loan Documents is in effect.
(c) The Agent shall have received:
(i) copies of the resolutions of the board of directors, authorized subcommittee thereof, or other equivalent body of each Obligor authorizing the Transactions to which such Obligor is a party, certified as of the Effective Date by the Secretary or an Assistant Secretary of such Obligor (or in the case of a limited liability company, of its manager); and
(ii) a certificate of the Secretary or Assistant Secretary of each Obligor (or in the case of a limited liability company, of its manager) certifying the names and true signatures of the officers of such Obligor authorized to execute, deliver and perform, as applicable, this Agreement and all othe...
Conditions of Initial Borrowing. The obligation of each Lender to make Loans in connection with the initial Borrowing hereunder, and the obligation of the Issuing Lender to issue Letters of Credit hereunder on the Closing Date, is subject to the satisfaction of the following conditions precedent:
(a) The Administrative Agent shall have received the following, each dated as of the Closing Date (unless otherwise specified) and, except for the Notes, in sufficient copies for each Lender:
Conditions of Initial Borrowing. The Administrative Agent, the Swingline Lender, the Issuing Bank and the Lenders shall not be required to fund any Revolving Loans or Swingline Loans, or arrange for the issuance of any Letters of Credit on the Closing Date, until the following conditions are satisfied or waived:
Conditions of Initial Borrowing. The obligation of Lender to make its portion of the Loans to be advanced on the Funding Date hereunder is subject to the satisfaction of the following conditions precedent by the Lenders of each of the following conditions precedent during the Funding Period (the date of satisfaction or waiver thereof, the “Funding Date”):
(a) The conditions to effectiveness set forth in Section 5.01 shall have occurred.
Conditions of Initial Borrowing. The obligation of each Lender to make ------------------------------- Loans in connection with the initial Borrowing hereunder on the Closing Date, is subject to the satisfaction of the following conditions precedent (provided that -------- in no event shall the Lenders be obligated to make any Loans hereunder if the initial Borrowing does not occur on or prior to June 30, 2000):
(a) The Agent shall have received the following, each dated as of the Closing Date (unless otherwise specified) and, except for the Notes, in sufficient copies for each Lender:
(i) a Note for each Lender that is a party hereto as of the Closing Date, in the amount of such Lender's Commitment, each duly completed in accordance with the relevant provisions of Section 2.4 and executed by the Borrower; and
(ii) the favorable opinions of McGuire, Woods, Battle & ▇▇▇▇▇▇ LLP, counsel to the Borrower and Holdings, in substantially the form of Exhibit E addressed to the Agent and the Lenders and addressing such other matters as the Agent or any Lender may reasonably request.