Common use of Conditions to Effectiveness of Extensions Clause in Contracts

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Effective Date, signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 4 contracts

Sources: Credit Agreement (Qualcomm Inc/De), Credit Agreement (Qualcomm Inc/De), Credit Agreement (Qualcomm Inc/De)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of the Company dated as of the Extension Effective Date, Applicable Anniversary Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Borrower Company (i) certifying and attaching the resolutions adopted by the Borrower Company approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Applicable Anniversary Date, except in each case to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.14, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, clause 6.01 of Section 6.01, and (B) no Default exists. In addition, on the Existing Maturity Date of each applicable to any Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 3 contracts

Sources: Credit Agreement (Analog Devices Inc), Credit Agreement (Analog Devices Inc), Credit Agreement (Analog Devices Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Effective Date, applicable Anniversary Date signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, if already qualified as to the extent modified by any materiality or Material Adverse Effect standardmateriality, in all respects) on and as of the Extension Effective such Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or, if already qualified as to materiality, in all respects) as of such earlier date, and except that for purposes of this Section 2.162.14, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.03 shall be deemed to refer to the most recent statements furnished pursuant to subsections (ab) and (b), respectively, c) of Section 6.01, as applicable, and (B) no Default existsexists or would result therefrom. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 3 contracts

Sources: Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co)

Conditions to Effectiveness of Extensions. As a condition precedent to such extensionNotwithstanding the foregoing, the Borrower shall deliver to the Administrative Agent a certificate dated as extension of the Extension Effective Date, signed by a Responsible Officer of the Borrower Maturity Date pursuant to this Section shall not be effective with respect to any Lender unless: (i) certifying no Default shall have occurred and attaching be continuing on the resolutions adopted by the Borrower approving or consenting to date of such extension and (ii) certifying that, before and after giving effect to such extension, thereto; (Aii) the representations and warranties contained in Article V this Agreement that are qualified by materiality shall be true and correct on and as of the other Loan Documents date of such extension and after giving effect thereto, and that are not qualified by materiality shall be true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Date, except to the extent that date of such representations extension and warranties specifically refer to an earlier dateafter giving effect thereto, in which each case they are true as though made on and correct as of such earlier date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, and except that as of such specific date and, for purposes of this Section 2.162.12, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b), respectively, of Section 6.01, ); and (Biii) no Default exists. In addition, on the Maturity Relevant Anniversary Date of each Non-Extending LenderLender that has not been replaced as provided in Section 2.12(d), the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Sources: Credit Agreement (Ebay Inc), Credit Agreement (Ebay Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the applicable Extension Effective Date, Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Borrower such Loan Party (i) certifying and attaching the resolutions adopted by the Borrower such Loan Party approving or consenting to such extension and (ii) in the case of the Company, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the applicable Extension Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 2 contracts

Sources: Credit Agreement (Perkinelmer Inc), Credit Agreement (Perkinelmer Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of Borrower dated as of the Extension Effective Date, Applicable Anniversary Date signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions resolutions, if any are otherwise required, adopted by the Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V Section 5 and the other Loan Documents are true and correct in all material respects (or, to the extent modified or in all respects if such representation is qualified by any materiality or Material Adverse Effect standard, in all respectsEffect) on and as of the Extension Effective Applicable Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.18, the representations and warranties contained in subsections (aSection 5.12(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (aSection 6.1(a) and (b), respectively, of Section 6.01, and (B) no Default existsor Event of Defaults exists or would result therefrom. In addition, on the Maturity Date of each Non-Extending LenderApplicable Anniversary Date, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.053.5) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Appears in 2 contracts

Sources: Credit Agreement (Reliance, Inc.), Credit Agreement (Reliance Steel & Aluminum Co)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of Borrower dated as of the Extension Effective Date, Applicable Anniversary Date signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions resolutions, if any are otherwise required, adopted by the Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V Section 5 and the other Loan Documents are true and correct in all material respects (or, to the extent modified or in all respects if such representation is qualified by any materiality or Material Adverse Effect standard, in all respectsEffect) on and as of the Extension Effective Applicable Anniversary Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.18, the representations and warranties contained in subsections (aSection 5.12(a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (aSection 6.1(a) and (b), respectively, of Section 6.01, and (B) no Default existsor Event of Defaults exists or would result therefrom. In addition, on the Maturity Date of each Non-Extending LenderApplicable Anniversary Date, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.​

Appears in 1 contract

Sources: Credit Agreement (Reliance Steel & Aluminum Co)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Anixter shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Extension Effective Date, Notification Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Borrower such Loan Party (i) certifying and attaching the resolutions adopted by the Borrower such Loan Party approving or consenting to such extension and (ii) in the case of Anixter, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Notification Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.20, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.07 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Scheduled Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Revolving Credit Agreement (Anixter International Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Effective Date, signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect 41 standard, in all respects) on and as of the Extension Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (Qualcomm Inc/De)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Obligor dated as of the Requested Extension Effective Date, Date signed by a Responsible Officer of the Borrower such Obligor (i) certifying and attaching the resolutions adopted by the Borrower such Obligor approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standardEffect, in all respects) on and as of the Requested Extension Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or, to the extent modified by materiality or Material Adverse Effect, in all respects) as of such earlier date, and except that for purposes of this Section 2.162.09, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.04 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.017.01, and (B) no Default exists. In addition, on the Maturity Commitment Termination Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Revolving Credit Loans of such Non-Extending Lenders outstanding on such date (and pay any additional amounts required pursuant to Section 3.052.16) to the extent necessary to keep outstanding Committed Revolving Credit Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (Foster Wheeler Ag)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of on or prior to the applicable Extension Effective Date, Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Borrower such Loan Party (i) certifying and attaching the resolutions adopted by the Borrower such Loan Party approving or consenting to such extension and (ii) in the case of the Borrower, certifying that, before and after giving effect to such extension, extension (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Datedate of such certificate, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, respectively of Section 6.01, and (B) no Default exists. In addition, on the Revolving Credit Maturity Date of each Non-Extending Lender, the Borrower shall prepay any Committed Revolving Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Revolving Loans ratable with any revised Applicable Percentages Pro Rata Shares of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (Precision Castparts Corp)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Extension Effective Date, Existing Maturity Date (in sufficient copies for each Extending Lender and each Additional Commitment Lender) signed by a Responsible Officer of the Borrower such Loan Party (i) certifying and attaching the resolutions adopted by the Borrower such Loan Party approving or consenting to such extension and (ii) in the case of the Company, certifying that, before and after giving effect to such extension, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Existing Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.162.18, the representations and warranties contained in subsections clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections clauses (a) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, on the Maturity Date of each Non-Extending Lender, the Borrower Borrowers shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (Wiley John & Sons, Inc.)

Conditions to Effectiveness of Extensions. As a condition precedent Notwithstanding the foregoing, each extension of the Termination Date hereunder pursuant to such extension, the Borrower this Section 2.20 shall deliver to the Administrative Agent a certificate dated be effective only if: (i) no Default has occurred and is continuing as of the Extension Effective Date, signed by a Responsible Officer of the Borrower (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension and Relevant Anniversary; (ii) certifying that, before and after giving effect to such extension, (A) the all representations and warranties contained in Article V and the other Loan Documents Section 4.01 are true and correct in all material respects (or, to the extent modified except for those representations and warranties that are qualified by any materiality or Material Adverse Effect standardEffect, which shall be true and correct in all respects) on and as of the Extension Effective Date, date of the Relevant Anniversary (except (x) to the extent that such representations and warranties specifically refer relate to an earlier date, in which case they are such representations and warranties shall have been true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) on and as of such earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in subsections (a) date and (by) the date referred to in the last sentence of Section 5.05 4.01(e) shall be deemed to refer to be the date of the most recent audited financial statements furnished pursuant to subsections delivered in accordance with Section 5.01(i)(ii)); and (aiii) and (b), respectively, of Section 6.01, and (B) no Default exists. In addition, if on the Maturity Relevant Anniversary or the Current Termination Date there are Advances outstanding, appropriate adjustments shall be made among the Lenders to cause the outstanding Advances to be held ratably by all Lenders in accordance with their respective Commitments as of each Non-Extending Lender, the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (Juniper Networks Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, (i) the Parent Borrower shall deliver to the Administrative Agent a certificate of the Parent Borrower dated as of the Extension Effective Date, Initial Maturity Date signed by a Responsible Officer of the Borrower (ix) certifying and attaching the resolutions adopted by each of the Borrower Credit Parties approving or consenting to such extension and (iiy) certifying that, before and after giving effect to such extension, that (A1) the representations and warranties contained in Article V and in the other Loan Documents are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Initial Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are were true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.162.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.016.01 and (2) as of the Initial Maturity Date, and (B) immediately after giving effect to such extension, no Default exists. In addition, exists and (ii) the Borrowers shall pay to the Lenders on the Initial Maturity Date of each Non-Extending Lender, a fee (to be shared among the Borrower shall prepay any Committed Loans outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Lenders based upon their Applicable Percentages of the respective Lenders effective as Aggregate Revolving Commitments) equal to the product of such date(x) 0.15% multiplied by (y) the then Aggregate Revolving Commitments.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Ventas Inc)

Conditions to Effectiveness of Extensions. As a condition precedent to such extension, the Borrower Opco shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Extension Effective Date, Existing Scheduled Maturity Date signed by a Responsible Officer of the Borrower such Loan Party (i) certifying and attaching the resolutions adopted by the Borrower such Loan Party approving or consenting to such extension and (ii) certifying that, before and after giving effect to such extension, (A) the representations and warranties made by such Loan Party contained in Article V and the other Loan Documents Documents, as applicable, are true and correct in all material respects (or, to the extent modified by any materiality or Material Adverse Effect standard, in all respects) on and as of the Extension Effective Existing Scheduled Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.162.14, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), ) respectively, of Section 6.01, and (B) no Default exists. In addition, on the Scheduled Maturity Date of each Non-Extending Lender, the each Borrower shall prepay any Committed Loans made to such Borrower outstanding on such date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep outstanding Committed Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date.

Appears in 1 contract

Sources: Credit Agreement (El Paso Pipeline Partners, L.P.)