Conditions to Making of Loans Clause Samples
Conditions to Making of Loans. 5(a) First Loan. As conditions precedent to any Lender's obligation ---------- to make the first Loan hereunder:
(1) The Companies shall have delivered to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent and its counsel, each of the following (with sufficient copies for each of the Lenders):
(i) A duly executed copy of this Agreement;
(ii) A duly executed copy of each of the Security Agreement and the Custodial Agreement;
(iii) Duly executed copies of each of the Notes;
(iv) Duly executed copies of all financing statements and other documents, instruments and agreements, properly executed, deemed necessary or appropriate by the Collateral Agent, in its reasonable discretion, to obtain for the Collateral Agent on behalf of the Lenders a perfected security interest in and lien upon the Collateral;
(v) Such credit applications, financial statements, and authorizations with respect to the Companies as any Lender may reasonably request;
(vi) Certified copies of resolutions of the Board of Directors of each of CWM, Indy Mac and ILC approving the execution and delivery of the Credit Documents to which such Person is a party, the performance of the Obligations thereunder and the consummation of the transactions contemplated thereby;
(vii) A certificate of the Secretary or an Assistant Secretary of each of CWM, Indy Mac and ILC certifying the names and true signatures of the officers of such Person authorized to execute and deliver the Credit Documents to which such Person is a party;
(viii) A copy of the Certificates of Incorpo- ration of each of CWM, Indy Mac and ILC, certified by the Secretary of State of the respective state of organization of such Person as of a recent date;
(ix) A copy of the Bylaws of each of CWM, Indy Mac and ILC, certified by the respective Secretary or an Assistant Secretary of such Person as of the date of this Agreement as being accurate and complete;
(x) Certificates of the Secretary of State of the State of Delaware, certifying as of a recent date that each of CWM, Indy Mac and ILC is in good standing;
(xi) An opinion of counsel (which may be in-house corporate counsel) for the Companies acceptable to the Administrative Agent;
(xii) Evidence reasonably satisfactory to the Administrative Agent that each of the Funding Account and the Settlement Account has been opened;
(xiii) A schedule of the initial Approved Investors and Approved Repo Lenders;
(xiv) A duly completed Borrowing Base S...
Conditions to Making of Loans. The agreement of each Lender to make the extension of credit requested to be made by it is subject to the satisfaction, prior to or concurrently with the making of such extension of credit on the date hereof, of the following conditions precedent (if not otherwise waived):
Conditions to Making of Loans. (a) First Revolving Loan. As conditions precedent to the Lender's obligation to fund the first Revolving Loan hereunder:
(1) The Company and the Parent, as applicable, shall have delivered or shall have had delivered to the Lender, in form and substance satisfactory to the Lender and its counsel, each of the following:
(i) A duly executed copy of this Agreement;
(ii) A duly executed copy of the Security Agreement;
(iii) A duly executed copy of the Guaranty;
(iv) Duly executed copies of all financing statements and other documents, instruments and agreements, properly executed, deemed necessary or appropriate by the Lender, in its reasonable discretion, to create and/or continue in favor of the Lender a first priority perfected security interest in and lien upon the Collateral;
(v) Acknowledgment copies of all UCC-1 financing statements filed with respect to the Collateral, accompanied by a search report showing such financing statements as duly filed and evidencing that the security interest of the Lender in the Collateral is prior to all security interests of record;
Conditions to Making of Loans. The obligation of each Lender to make any Loan, on the Closing Date, is subject to the fulfillment or waiver of each of the following conditions precedent:
(a) Each of the representations and warranties of the Loan Parties set forth in the Facility Documents are true and correct in all material respects (or, in the case of any such representation or warranty under the Facility Documents already qualified as to materiality, in all respects) on and as of the Closing Date (except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall only be certified to be so true and correct in all material respects on and as of such prior date).
(b) No event shall have occurred, or would result from the making of the Loans on the Closing Date or from the application of the proceeds therefrom, which constitutes a Default or an Event of Default.
(c) The Administrative Agent shall have received a Borrowing Request in accordance with the requirements hereof. The borrowing of the Loans on the Closing Date shall be deemed to constitute a representation and warranty by the Loan Parties on the date thereof that the conditions set forth in paragraphs (a) and (b) of this Section 3.02 have been satisfied.
Conditions to Making of Loans. (a) The occurrence of the Initial Funding Date is subject to the satisfaction of the following conditions precedent:
(i) The Administrative Agent shall have received on behalf of the Agents and the Lenders, on or before the Effective Date, the following, each in form and substance reasonably satisfactory to the Administrative Agent in all respects: an original counterpart of this Agreement and an original Note for each initial Lender, executed by Authorized Officers of the Borrowers;
Conditions to Making of Loans. 94 Section 4.01 Conditions to Making of the initial Loans on the Closing Date 94 Section 4.02 Conditions Precedent to All Borrowings 99
Conditions to Making of Loans