Loan Documentation. The documentation (“Loan Documentation”) governing or relating to the material loan and credit-related assets (“Loan Assets”) included in the loan portfolio of the Seller Subsidiaries is legally sufficient for the purposes intended thereby and creates enforceable rights of the Seller Subsidiaries in accordance in all material respects with the terms of such Loan Documentation, subject to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting the enforcement of creditors’ rights generally, by general equitable principles (regardless of whether enforceability is considered in a proceeding in equity or at law) and by an implied covenant of good faith and fair dealing, except for such insufficiencies as would not have a material adverse effect on Seller. Except as set forth in Section 3.01(j) of the Seller Disclosure Schedule, no debtor under any of the Loan Documentation has asserted as of the date hereof any claim or defense with respect to the subject matter thereof, which claim or defense, if determined adversely to Seller, would have a material adverse effect on Seller. All loans and extensions of credit that have been made by the Seller Subsidiaries comply in all material respects with applicable regulatory limitations and procedures.
Loan Documentation. The Loan Documentation and Loan Assets included in the loan portfolio of the Buyer Subsidiaries is legally sufficient for the purposes intended thereby and creates enforceable rights of the Buyer Subsidiaries in accordance in all material respects with the terms of such Loan Documentation, subject to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting the enforcement of creditors’ rights generally, by general equitable principles (regardless of whether enforceability is considered in a proceeding in equity or at law) and by an implied covenant of good faith and fair dealing, except for such insufficiencies as would not have a material adverse effect on Buyer. Except as set forth in Section 4.01(n) of the Buyer Disclosure Schedule, no debtor under any of the Loan Documentation has asserted as of the date hereof any claim or defense with respect to the subject matter thereof, which claim or defense, if determined adversely to Buyer, would have a material adverse effect on Buyer. All loans and extensions of credit that have been made by the Buyer Subsidiaries comply in all material respects with applicable regulatory limitations and procedures.
Loan Documentation. (i) Other than as a result of any action taken by a Lender Party, any Loan Document shall cease to be in full force and effect or shall be declared void by a Governmental Authority, or any party thereto (other than a Lender Party) shall claim such unenforceability or invalidity, or (ii) any security interest in the Collateral purported to be created by any Security Document shall cease to be, or shall be asserted in writing by a Loan Party or Holdings not to be, a valid and perfected security interest having the priority required by the Loan Documents in the securities, assets or properties covered thereby, except to the extent that any such loss of validity, perfection or priority (A) results from the failure of the Collateral Agent to maintain possession of certificates actually delivered to it representing securities pledged under the Security Documents, or (B) results from the failure of any Agent to take any action required to be taken by it pursuant to the terms of the Security Documents to secure the validity, perfection or priority of the security interests.
Loan Documentation. Administrative Agent shall have received all of the following, each dated (unless otherwise indicated or otherwise specified by Administrative Agent) the Closing Date, in form and substance satisfactory to Administrative Agent:
Loan Documentation. Agent shall have received this Agreement and the Other Documents duly executed and delivered by an authorized officer of Borrower and each of its Subsidiaries;
Loan Documentation. The documentation ("LOAN DOCUMENTATION") governing or relating to the material loan and credit-related assets ("LOAN ASSETS") included in the loan portfolio of WI Sub is legally sufficient for the purposes intended thereby and creates enforceable rights of WI Sub in accordance in all material respects with the terms of such Loan Documentation, subject to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting the enforcement of creditors' rights generally, by general equitable principles (regardless of whether enforceability is considered in a proceeding in equity or at law) and by an implied covenant of good faith and fair dealing, except for such insufficiencies as would not reasonably be expected to have a material adverse effect on Seller. Except as set forth in the Seller Filed SEC Documents or in Section 3.01(j) of the Seller Disclosure Schedule, no debtor under any of the Loan Documentation has asserted as of the date hereof any claim or defense with respect to the subject matter thereof, which claim or defense, if determined adversely to Seller, would reasonably be expected to have a material adverse effect on Seller. Except as set forth in the Seller SEC Documents or in Section 3.01(j) of the Seller Disclosure Schedule, WI Sub is not a party to a loan, including any loan guaranty, with any director, executive officer or five percent (5%) shareholder of Seller or any of the Seller Subsidiaries, or any person, corporation or enterprise controlling, controlled by or under common control with either Seller or any of the Seller Subsidiaries. All loans and extensions of credit that have been made by WI Sub comply in all material respects with applicable regulatory limitations and procedures except for such failures to comply as would not reasonably be expected to have a material adverse effect on Seller.
Loan Documentation. Seller will deliver to Buyer originals of all loan documents and related materials, including correspondence and memoranda, contained in Seller’s files with respect to each Loan, including, without limitation, all original promissory notes or other evidence of indebtedness for each Loan.
Loan Documentation. This Agreement or any Loan Document is declared unenforceable or is terminated or any Lien securing Indebtedness under this Agreement purported to be created by any Security Document shall at any time fail to constitute a valid and first priority, perfected Lien on the Collateral intended to be covered thereby in favor of the Collateral Trustee, free and clear of all other Liens (other than Permitted Liens), or the Borrower, any of its Subsidiaries, EMMT or any Midwest Related Party shall assert that such Lien is not a valid and first priority, perfected Lien or any of the Security Documents to which it is a party shall no longer be in full force and effect.
Loan Documentation. To evidence the HF Loan and the Skechers Loan, the Company shall execute unsecured promissory notes (“Notes”) in the forms attached as Exhibits “C-1” and “C-2”, respectively. The Notes will be amended if the HF Loan or the Skechers Loan is increased as provided herein.
Loan Documentation. The Administrative Agent shall have received, each in form and substance reasonably satisfactory to the Administrative Agent, (a) a Loan Party Joinder Agreement duly executed and delivered by each Newco, pursuant to which each Newco shall become a Loan Guarantor, (b) an “Amendment” referred to in Section 4.4 of the US Security Agreement with respect to each Newco, duly completed, executed and delivered by each such Newco, together with updated Schedules to the US Security Agreement with respect to such Newco, pursuant to which each Newco shall pledge its assets which constitute Collateral in support of the Secured Obligations, (c) Schedules 3.15, 3.15A, 3.15B and 3.15C to the Credit Agreement pursuant to Section 2.12 of this Amendment, and (d) such other duly completed, executed and delivered Collateral Documents and other documentation, certificates and other deliverables required (or reasonably requested by the Administrative Agent) with respect to each Newco pursuant to Section 5.14 of the Credit Agreement (after giving effect to this Amendment), it being understood that on the Restructuring Effective Date the Administrative Agent must be reasonably satisfied that (i) it has a perfected first priority Lien on the Property of each Newco which constitutes Collateral and (ii) its Lien on the Collateral of the other Loan Parties (other than of the Partnership following the Contribution), remains unimpaired.
