Continuing Conditions Precedent Sample Clauses
The Continuing Conditions Precedent clause defines certain requirements or obligations that must be maintained throughout the duration of an agreement, not just at its inception. For example, a borrower in a loan agreement may be required to continuously meet financial covenants or maintain insurance coverage for the life of the loan. This clause ensures that key conditions remain satisfied over time, thereby protecting the interests of the parties and providing a mechanism for ongoing compliance monitoring.
Continuing Conditions Precedent. The obligation of the Bank to advance the Commitment, is subject to the further condition that at the time of giving a Drawdown Notice and on advancing the Commitment no Event of Default has occurred or is about to occur and be continuing. Also that the Arrangement Fee have been received by the Bank in accordance with the provisions of Clause 5 hereof.
Continuing Conditions Precedent. The obligation of each Lender to make available any Borrowings pursuant to Sections 3.4, 3.12 or 3.13 is subject to and conditional upon the following:
(a) the satisfaction of the conditions set forth in Section 7.1; and
(b) that on each Drawdown Date, Conversion Date and Rollover Date there exists no Default or Event of Default and that on each Drawdown Date the representations and warranties referred to in Section 2.2 are true and correct in all material respects on each Drawdown Date with the same effect as if made as of that Drawdown Date.
Continuing Conditions Precedent. The obligations of each relevant Dealer to purchase any Notes which are the subject of a Subscription Agreement are subject to:
(a) the accuracy, on the relevant Agreement Date and the relevant Issue Date and each intervening date, of the representations and warranties of Région wallonne set out in Clause 8 and Région wallonne having complied with all its undertakings in Clause 9;
(b) in respect of any Notes which are to be Listed pursuant to the relevant Subscription Agreement and the relevant Pricing Supplement, the Stock Exchange (or, if applicable, such other stock exchange or exchanges agreed pursuant to Clause 7.2) having agreed to list such Notes on or prior to the Issue Date;
(c) there having been delivered to the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers on or prior to the Issue Date:
(i) a copy of the decree of Région wallonne containing the budget for the relevant budget year in case such decree is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(ii) a copy of the resolution of the Government of Région wallonne whereby it resolves or delegates the right to resolve to issue the Notes and a copy of the resolution taken by such authorised person in case such resolution is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(iii) a certificate signed by Région wallonne and dated the relevant Issue Date, in the form prescribed by Appendix E;
(iv) unless otherwise agreed by the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers, at the expense of Région wallonne opinions in form and substance as the Dealer or Lead Manager on behalf of the relevant Dealers may reasonably require, dated the relevant Issue Date and addressed to that Dealer or Lead Manager on behalf of the relevant Dealers from Stibbe and/or any legal adviser to Région wallonne satisfactory to the Dealers and ▇▇▇▇▇ Day and/or any legal adviser to the relevant Dealer or Lead Manager, as to Belgian law; and
(v) such other opinions, letters, documents, certificates and information relevant in the context of the issue of such Notes as the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers shall have reasonably requested and which have been agreed with Région wallonne;
(d) there having been, a...
Continuing Conditions Precedent. The obligation of each Dealer to subscribe and pay for any Notes the subject of an agreement pursuant to Clause 2 and/or the obligation of any person introduced by a Dealer pursuant to Clause 2.3 to subscribe or pay for any Notes is conditional upon:
Continuing Conditions Precedent. The obligation of each Lender to make any Conversion of Base Rate Loans into Libor Loans pursuant to Section 3.8 or Rollover is subject to and conditional upon there being no Default or Event of Default on each Conversion Date and Rollover Date.
Continuing Conditions Precedent. The Ongoing Conditions Precedent are:
(1) no Termination Event has occurred;
(2) all representations and warranties referred to in Article 20 of the Nieuw Amsterdam Receivables Purchase Agreement are true and correct;
(3) no applicable law, order, judgement or decree or other Requirement of Law shall prohibit the purchase of the Purchased Receivables by the relevant Funding Purchaser;
(4) in the case of an Investment, the making of such Investment is permitted pursuant to Clause 4 of the Nieuw Amsterdam Receivables Purchase Agreement and the Main SPV (or the Master Servicer on its behalf) has delivered an Investment Request, appropriately completed, within the time period required thereby;
(5) all Reports have been delivered when due or within any applicable grace period (or any failure to deliver a Report when due has been waived in writing by the Funding Administrator);
(6) in the case of an Investment, no Potential Termination Event has occurred;
(7) all Fees required to be paid, have been paid when due;
(8) after giving effect to any Investment and the use of the proceeds thereof, the Funding Tests have not been breached; and
(9) any Subordinated Loan Advance required to be made under the Subordinated Loan Agreement has been made in full. Part A – Key Accounts Greif Belgium BVBA (Belgium) Belgium BASF + Ciba German (Expired) Belgian German Belgian Bayer German Belgian German Belgian BP English Belgian English Belgian Brenntag German Belgian German Belgian Chevron State law California Belgian State law California Belgian Dow Chemical + R&H State law Michigan (Expired) Belgian State law Michigan Belgian Shell English (Expired) Belgian English Belgian Total Belgian Belgian Belgian Univar Dutch (Expired) Belgian Dutch Belgian Akzo Nobel/ICI Dutch (Expired) Belgian Dutch Belgian Dow Chemical + R&H State law Michigan (Expired) Belgian State law Michigan Belgian Bayer German Belgian German Belgian Chevron State law California Belgian State law California Belgian Total French Belgian Belgian Univar Dutch (Expired) Belgian Dutch Belgian Greif Germany GmbH (Germany) Germany Akzo Nobel/ICI Dutch (Expired) German Dutch German BASF + Ciba German (Expired) German German Bayer German German German BP English German English German Brenntag German German German Chevron State law California German State law California German Dow Chemical + R&H State law Michigan (Expired) German State law Michigan German Momentive/Hexion Dutch German Dutch German Shell English (Expired)...
Continuing Conditions Precedent. (a) The obligation of each Lender to make available any Borrowings (except by way of Conversion or Rollover) after the Effective Date is subject to and conditional upon satisfaction of the conditions precedent set forth in Section 7.1 on the Effective Date and that on each Drawdown Date:
(i) there exists no Default or Event of Default and the Agent has received a certificate of the Borrower certifying the same; and
(ii) the representations and warranties referred to in Section 2.1 are true and correct in all respects with the same effect as if made as of that Drawdown Date and will be true and correct after giving effect to the Borrowing and the Agent has received a certificate of the Borrower certifying the same.
(b) If on any Conversion Date or Rollover Date, as applicable, there exists a Default or Event of Default, the Borrower shall so advise the Agent but shall nonetheless be entitled to a Conversion or Rollover in accordance with the terms of Section 3.18 or 3.19, as applicable.
Continuing Conditions Precedent. The Ongoing Conditions Precedent are:
(1) no Termination Event has occurred;
(2) all representations and warranties referred to in Article 20 of the Nieuw Amsterdam Receivables Purchase Agreement are true and correct;
(3) no applicable law, order, judgement or decree or other Requirement of Law shall prohibit the purchase of the Purchased Receivables by the relevant Funding Purchaser;
(4) in the case of an Investment, the making of such Investment is permitted pursuant to Clause 4 of the Nieuw Amsterdam Receivables Purchase Agreement and the Main SPV (or the Master Servicer on its behalf) has delivered an Investment Request, appropriately completed, within the time period required thereby;
(5) all Reports have been delivered when due or within any applicable grace period (or any failure to deliver a Report when due has been waived in writing by the Funding Administrator);
(6) in the case of an Investment, no Potential Termination Event has occurred;
(7) all Fees required to be paid, have been paid when due;
(8) after giving effect to any Investment and the use of the proceeds thereof, the Funding Tests have not been breached; and
(9) any Subordinated Loan Advance required to be made under the Subordinated Loan Agreement has been made in full.
Continuing Conditions Precedent. The obligation of each Lender to make available any Borrowings pursuant to Sections 3.4, 3.12 or 3.13 is subject to and conditional upon the following:
(a) the satisfaction of the conditions set forth in Section 7.1; and
(b) that on each Drawdown Date, Conversion Date and Rollover Date there exists no Default or Event of Default and that on each Drawdown Date the representations and warranties referred to in Section 2.2 (with the exception of those representations which were stated to be made as at the Effective Date) are true and correct in all material respects on each Drawdown Date with the same effect as if made as of that Drawdown Date.
Continuing Conditions Precedent. The obligation of each Lender to make any Accommodations available hereunder is subject to and conditional upon:
(a) the satisfaction of the conditions set forth in Section 8.1; -66- Execution Form CAL_LAW\ 1265540\5
(b) that on each Drawdown Date, Conversion Date and Rollover Date there exists no Default or Event of Default;
(c) that on each Drawdown Date, the representations and warranties contained in Section 10.1 are true and correct on each Drawdown Date with the same effect as if made as of that Drawdown Date; and
(d) that the Borrower shall have delivered to the Agent a Notice of Borrowing or Notice of Rollover/Conversion in accordance with Sections 2.4 and 2.5 or in a form otherwise acceptable to the Agent.