First Amendment Closing Date Clause Samples

First Amendment Closing Date. In order to induce the Administrative Agent and the Required Lenders to execute this First Amendment, as of the First Amendment Closing Date, the Parent and the Borrower represent and warrant that: (i) prior to and after giving effect to this First Amendment, the delivery of the Loan Documents required to be delivered pursuant to the First Amendment, the consummation of the Inergy Transactions and any Credit Extension being made on the First Amendment Closing Date, the representations and warranties of the Borrower and each other Loan Party (including, after giving effect to this First Amendment and the consummation of the Inergy Transactions, the Inergy Target and its Subsidiaries) contained in Article V of the Credit Agreement or in any other Loan Document, or which are contained in any document furnished under or in connection herewith on the First Amendment Closing Date, shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes hereof, the representations and warranties contained in Sections 5.05(a) and (b) of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a), (b), (c) and (d), respectively; (ii) prior to and after giving effect to this First Amendment, the delivery of the Loan Documents required to be delivered pursuant to the First Amendment, the consummation of the Inergy Transactions and any Credit Extension being made on the First Amendment Closing Date, each Person that is required to be a Guarantor pursuant to the terms of the Credit Agreement and the other Loan Documents has become and remains a party to a Guaranty as a Guarantor, and the Liens held by the Administrative Agent for the benefit of the Lenders as security for payment of the Obligations remain in full force and effect and are unimpaired by this First Amendment; and (iii) after giving effect to this First Amendment, the consummation of the Inergy Transactions, and any Credit Extension being made on the First Amendment Closing Date, the Parent and the Borrower are in pro forma compliance with the financial covenants set forth in Section 7.11 of the Credit ...