Conditions to Loan. Notwithstanding the foregoing, the obligation of Lender to disburse the Loan to Borrower is subject to the satisfaction of the following conditions:
Conditions to Loan. The obligation of the Lender to make the Loan hereunder on the Closing Date is subject to the satisfaction of all of the following conditions:
Conditions to Loan. Notwithstanding any other provision of this Note, the Lender shall not be required to disburse or make all or any portion of the Loan if Borrower shall have failed to execute and deliver to the Lender any of the following Loan Documents (collectively, the "Loan Documents"), all of which must be satisfactory to the Lender and the Lender's counsel in form, substance and execution:
Conditions to Loan. Notwithstanding any other term or provision contained in this Agreement, the Administrative Agent’s and Lenders’ obligation to make the Term Loan hereunder is subject to the satisfaction of each of the following conditions precedent:(d) The Borrower’s Request. The Administrative Agent shall have received a borrowing notice from Borrower, signed by a Duly Authorized Officer of the Borrower, irrevocably electing the Loan to be made on the Closing Date. If at any time applicable, if at all, the Administrative Agent and Lenders shall have no liability to the Borrower or any other Person as a result of acting on any telephonic request that the Administrative Agent believes in good faith to have been made by any Person authorized by Borrower to make a borrowing request on behalf of Borrower. Promptly upon receipt of such borrowing request, Administrative Agent will advise each Lender thereof. Not later than 1:00 p.m. (Chicago time), on the date of the proposed borrowing of the Loan, each Lender shall provide Administrative Agent at the office specified by Administrative Agent with immediately available funds covering such Lender’s Pro Rata Share of such borrowing and, so long as Administrative Agent has not received written notice that the conditions precedent set forth in Section 5 with respect to such borrowing have not been satisfied, Administrative Agent shall pay over the funds received by Administrative Agent to Borrower on the requested borrowing date.(e) No Default. Neither a Default nor an Event of Default shall have occurred or be in existence.(f) Representations and Warranties. All of the representations and warranties contained in the Financing Agreements to which the Borrower is a party and in this Agreement (including, without limitation, those set forth in Section 7 hereof), are true and correct.(g) Fees and Expenses. The Borrower shall have paid all fees owed to the Administrative Agent and Lenders and reimbursed Administrative Agent and the Lenders for all costs, disbursements, fees and expenses due and payable hereunder on or before the Closing Date, including, without limitation, all fees and costs identified in Section 12.2(a) hereof. - 34 -DM3\2429630.8 (h) Documents. The Administrative Agent shall have received all of the following, each duly executed and delivered and dated the Closing Date, or such earlier date as shall be satisfactory to the Administrative Agent, each in form and substance reasonably satisfactory to the Administrative Ag...