Common use of Conditions Precedent to Initial Transaction Clause in Contracts

Conditions Precedent to Initial Transaction. As conditions precedent to the initial Transaction hereunder, Buyer shall have received on or before the day of such Transaction the following, in form and substance satisfactory to the Buyer and duly executed by Seller: (a) This Agreement and the Custodial Agreement. (b) Evidence that all other actions necessary or, in the sole discretion of Buyer, desirable to perfect and protect the security interests and liens created by Section 6 hereof have been taken, including without limitation duly executed Uniform Commercial Code financing statements on Form UCC-1 with respect to the Collateral. (c) A certified copy of the Seller's internal resolutions approving this Agreement and the Custodial Agreement and transactions contemplated thereunder, and all documents evidencing other necessary organizational action or governmental approvals as may be required in connection with this Agreement and the Custodial Agreement. (d) A certificate of the Seller's Corporate Secretary or Assistant Secretary certifying the names, true signatures and titles of the Seller's officers duly authorized to initiate Transactions and to sign this Agreement and the Custodial Agreement and the other documents to be delivered thereunder. (e) A favorable opinion of the Seller's counsel as to such matters as the Buyer may reasonably request. (f) The documents set forth in Exhibit III, Exhibit IV and Exhibit VI hereto. (g) A Master Collateral Security and Netting Agreement in form and substance satisfactory to Buyer.

Conditions Precedent to Initial Transaction. As conditions precedent to the initial Transaction hereunder, Buyer shall have received on or before the day of such Transaction Transaction: (i) the Commitment Fee, and (ii) the following, in form and substance satisfactory to the Buyer and duly executed by Seller: (a) This Agreement and the Custodial Agreement. (b) Evidence that all other actions necessary or, in the sole discretion of Buyer, desirable to perfect and protect the security interests and liens created by Section 6 hereof have been taken, including without limitation duly executed Uniform Commercial Code financing statements on Form UCC-1 with respect to the Collateral. (c) A certified copy of the Seller's internal corporate resolutions approving this Agreement and the Custodial Agreement and transactions contemplated thereunder, and all documents evidencing other necessary organizational corporate action or governmental approvals as may be required in connection with this Agreement and the Custodial Agreement. (d) A certificate of the Seller's Corporate Secretary or Assistant Secretary certifying the names, true signatures and titles of the Seller's officers duly authorized to initiate Transactions and to sign this Agreement and the Custodial Agreement and the other documents to be delivered thereunder. (e) A favorable opinion of the Seller's outside counsel as to such matters as the Buyer may reasonably request. (f) The documents set forth in Exhibit III, Exhibit IV and Exhibit VI hereto. (g) A Master Collateral Security and Netting Agreement in form and substance satisfactory to Buyer.