Conditions Precedent to Initial Extension of Credit Sample Clauses
Conditions Precedent to Initial Extension of Credit. The obligation of each Lender to make its initial Advance to the Borrower, and the obligation of each Fronting Bank to issue its initial Letter of Credit, are subject to the conditions precedent that on or before the date of any such Extension of Credit:
(a) The Administrative Agent shall have received the following, each dated the same date (except for the financial statements referred to in paragraph (iv)), in form and substance satisfactory to the Administrative Agent and (except for any Note) with one copy for each Fronting Bank and each Lender:
(i) This Agreement, duly executed by each of the parties hereto, and Notes requested by any Lender pursuant to Section 2.18(d), duly completed and executed by the Borrower and payable to such Lender;
(ii) Certified copies of the resolutions of the Board of Directors of the Borrower approving this Agreement and the other Loan Documents to which it is, or is to be, a party and of all documents evidencing any other necessary corporate action with respect to this Agreement and such Loan Documents;
(iii) A certificate of the Secretary or an Assistant Secretary of the Borrower certifying (A) the names and true signatures of the officers of the Borrower authorized to sign each Loan Document to which the Borrower is, or is to become, a party and the other documents to be delivered hereunder and (B) that attached thereto are true and correct copies of the Organizational Documents of the Borrower, in each case as in effect on such date;
(iv) Copies of all the Disclosure Documents (it being agreed that those Disclosure Documents publicly available on the SEC’s XXXXX Database or on FE’s website no later than the Business Day immediately preceding the date of such Extension of Credit will be deemed to have been delivered under this clause (iv));
(v) An opinion of Xxxxx Day, special counsel for the Borrower;
(vi) A certificate of an Authorized Officer of the Borrower certifying the satisfaction of the conditions specified in Section 3.02(i) with respect to the Borrower; and
(vii) Such other certifications, opinions, financial or other information, approvals and documents as the Administrative Agent, any Fronting Bank or any other Lender may reasonably request, all in form and substance satisfactory to the Administrative Agent, such Fronting Bank or such other Lender (as the case may be).
(b) The Administrative Agent shall have received the Fee Letters, duly executed by each of the parties thereto.
(c) The Borrower shall have...
Conditions Precedent to Initial Extension of Credit. Before the first extension of credit under this agreement, whether by disbursement of a loan, issuance of a letter of credit, the funding of a Lease or otherwise, the Borrower shall deliver to the Bank, in form and substance satisfactory to the Bank:
Conditions Precedent to Initial Extension of Credit. The obligation of each Lender to make an Advance or of the Issuing Bank to issue a Letter of Credit on the occasion of the Initial Extension of Credit hereunder is subject to the satisfaction of the following conditions precedent before or concurrently with the Initial Extension of Credit (and Article II of this Agreement shall become effective on and as of the first date on which such conditions precedent have been satisfied):
(a) The Effective Date shall have occurred.
(b) The Administrative Agent shall have received on or before the day of the Initial Extension of Credit the following, each dated such day, in form and substance satisfactory to the Administrative Agent (unless otherwise specified):
(i) A Notice of Borrowing or Notice of Issuance, as applicable, relating to the Initial Extension of Credit.
(ii) A certificate from the Chief Financial Officer, the Secretary or an Assistant Secretary of the Borrower certifying that all certifications made in the certificates delivered pursuant to Section 3.01 shall remain true and correct, and all conditions set forth in Section 3.01 shall remain satisfied, in each case as of the day of the Initial Extension of Credit.
(iii) A reliance letter of Baker, Donelson, Bearman, Xxxxxxxx & Xxxxxxxxx, PC, counsel for the Loan Parties, confirming the opinion delivered pursuant to Section 3.01(a)(xiii) and as to such other matters as the Administrative Agent may reasonably request.
(c) The Borrower shall have paid all accrued fees of the Agents and the Lender Parties and all accrued expenses of the Agents (including the accrued fees and expenses of counsel to the Administrative Agent and the Arranger and local counsel to the Lender Parties).
(d) The Administrative Agent shall have received such other approvals, opinions or documents as the Administrative Agent may reasonably request.
Conditions Precedent to Initial Extension of Credit. The obligation of each Bank to make the initial extension of credit under this Agreement, including the making of any Revolving Loan Advances and the issuance of any Letters of Credit, and the obligation of the Swing Line Lender to make any advances under the Swing Line Loan shall be subject to the following conditions precedent:
Conditions Precedent to Initial Extension of Credit. (a) The obligation of each Lender to make an Advance or of the Issuing Bank to issue a Letter of Credit
Conditions Precedent to Initial Extension of Credit. The obligation of each Lender to make an Advance or of any Issuing Bank to issue a Letter of Credit on the occasion of the Initial Extension of Credit hereunder is subject to the satisfaction of the following conditions precedent before or concurrently with the Initial Extension of Credit:
(a) The Administrative Agent shall have received on or before the Closing Date the following, each dated the Closing Date (unless otherwise specified), in form and substance satisfactory to the Administrative Agent (unless otherwise specified) and (except for the Notes) in sufficient copies for each Lender Party:
(i) This Agreement, together with a Note payable to the order of each Lender that has requested a Note prior to the Closing Date.
(ii) Copies of the Borrowing Base Property Qualification Documents for each of the Borrowing Base Properties.
(iii) Certified copies of the resolutions of the Board of Directors, board of managers, management committee, general partner or managing member (or other similar body), as applicable, of each Loan Party approving the transactions contemplated by the Loan Documents and each Loan Document to which it is or is to be a party, and of all documents evidencing other necessary corporate action and governmental and other third party approvals and consents, if any, with respect to the transactions under the Loan Documents and each Loan Document to which it is or is to be a party.
(iv) A copy of a certificate of the Secretary of State (or equivalent authority) of the jurisdiction of incorporation, organization or formation of each Loan Party and 1772 Sweet Home Road, LLC, dated reasonably near the Closing Date, certifying, if and to the extent such certification is generally available for entities of the type of such Loan Party and 1772 Sweet Home Road, LLC, (A) as to a true and correct copy of the charter, certificate of limited partnership, certificate of formation or other comparable organizational document of such Loan Party and 1772 Sweet Home Road, LLC, and of each amendment thereto on file in such Secretary's office and (B) that (1) such amendments are the only amendments to the charter, certificate of limited partnership, certificate of formation or other comparable organizational document, as applicable, of such Loan Party or 1772 Sweet Home Road, LLC, that are on file in such Secretary's office and (2) such Loan Party or 1772 Sweet Home Road, LLC has paid all franchise taxes to the date of such certificate and (C) that such Lo...
Conditions Precedent to Initial Extension of Credit. The obligation of the Bank to make the initial credit extension hereunder is subject to the receipt by the Bank of the following, each in form and substance satisfactory to the Bank:
Conditions Precedent to Initial Extension of Credit. Borrower agrees that Lender’s obligation to open the Loans and make the initial Revolving Credit Advance under the Note is conditioned upon Borrower’s delivery, performance and satisfaction of the following conditions precedent in form and substance satisfactory to Lender in its reasonable discretion:
Conditions Precedent to Initial Extension of Credit. The obligation of each Lender to make an Advance or of any Issuing Bank to issue a Letter of Credit on the occasion of the Initial Extension of Credit hereunder is subject to the satisfaction of the following conditions precedent before or concurrently with the Initial Extension of Credit:
(a) The Paying Agent shall have received on or before the day of the Initial Extension of Credit the following, each dated such day (unless otherwise specified), in form and substance satisfactory to the Paying Agent (unless otherwise specified) and (except for the Notes) in sufficient copies for each Lender Party:
(i) The Notes payable to the order of the Lenders that have requested Notes prior to the Effective Date.
(ii) A guaranty in substantially the form of Exhibit D hereto (together with each other guaranty and guaranty supplement delivered from time to time pursuant to Section 5.01(i), in each case as amended, the "SUBSIDIARY GUARANTY"), duly executed by each Subsidiary Guarantor.
(iii) Certified copies of the resolutions of or on behalf of each Loan Party approving the Transaction (to the extent applicable to it) and each Transaction Document to which it is or is to be a party and/or authorizing the general partner, managing member or officers, as applicable, to act on behalf of such limited partnership or limited liability company, as the case may be, and of all documents evidencing other necessary action (including, without limitation, all necessary general partner, managing member, board of directors or other similar action) and governmental and other third party approvals and consents, if any, with respect to the Transaction and each Transaction Document to which it is or is to be a party.
(iv) A copy of a certificate of the Secretary of State of the jurisdiction of organization or formation of each Loan Party and (if applicable) each general partner or managing member of each Loan Party dated reasonably near the date of the Initial Extension of Credit, certifying (A) as to a true and correct copy of the charter or similar Constitutive Documents of such Person and each amendment thereto on file in such Secretary's office and (B) that (1) such amendments are the only amendments to such Person's charter or similar Constitutive Documents on file in such Secretary's office, (2) such Person has paid all franchise taxes to the date of such certificate and (C) such Person is duly formed and in good standing or presently subsisting under the laws of the State of the ...
Conditions Precedent to Initial Extension of Credit. The obligation of each Lender to make an Advance on the occasion of the Initial Extension of Credit hereunder is subject to the satisfaction of the following conditions precedent prior to or concurrently with the Initial Extension of Credit:
(a) The Lenders shall be satisfied with the corporate and legal structure and capitalization of each Loan Party, including the terms and conditions of the charter, bylaws and each class of capital stock of each Loan Party and of each agreement or instrument relating to such structure or capitalization.
(b) The Lenders shall be satisfied that all Existing Debt, other than the Debt identified on Part B of Schedule 4.01(y) (the "Surviving Debt"), has been prepaid, redeemed or defeased in full or otherwise satisfied and extinguished, that all liens on assets of the Loan Parties securing any such Existing Debt have been released of record.
(c) Before giving effect to the transactions contemplated by this Agreement, there shall have occurred no Material Adverse Change since June 30, 1998.
(d) There shall exist no action, suit, investigation, litigation or proceeding affecting any Loan Party pending or threatened before any court, governmental agency or arbitrator that (i) could have a Material Adverse Effect or (ii) purports to affect the legality, validity or enforceability of this Agreement, any Working Capital Note, any other Loan Document, or the consummation of the transactions contemplated hereby or the Initial Public Offering.
(e) Nothing shall have come to the attention of the Lenders to lead them to believe (i) that any information provided to them in connection with the transactions contemplated hereby (including, without limitation, the Registration Statement) was or has become misleading, incorrect or incomplete in any material respect and (ii) that the Loan Parties would not have good and marketable title to all of their material assets.
(f) The Borrower shall have paid all accrued fees and expenses of the Administrative Agent and the Lenders (including the accrued reasonable fees and expenses of counsel to the Administrative Agent).
(g) The Borrower shall have filed with the Securities and Exchange Commission a registration statement (the "Registration Statement") on form S-1 with respect to 4,166,667 shares of its common stock, par value $0.01 per share (the "Borrower Common Stock") and shall have caused the Registration Statement to become effective under the Securities Act of 1933 (as amended); and the Borro...