Second Lien Credit Agreement. By executing and delivering this Joinder Agreement, the Additional Guarantor, as provided in Section 10.08 of the Second Lien Credit Agreement, hereby becomes a party to the Second Lien Credit Agreement as a Guarantor thereunder with the same force and effect as if originally named therein as a Guarantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Guarantor thereunder.
Second Lien Credit Agreement. An "Event of Default" under the Second Lien Credit Agreement shall have occurred; or 87
Second Lien Credit Agreement. (i) The Borrower shall have entered into the Second Lien Credit Agreement, (ii) the terms and conditions thereof shall be reasonably satisfactory to the Administrative Agent and the Lenders, (iii) the conditions precedent set forth in Article VI of the Second Lien Credit Agreement shall have been satisfied or waived in writing on or prior to the date hereof, and (iv) the Borrower shall have received proceeds of the loans thereunder in the amount of $300,000,000 (less fees and any original issue discount). The Borrower shall have delivered to the Administrative Agent true, correct and complete copies (certified to be such by the Borrower) of the Second Lien Credit Agreement and each other material agreement, instrument, or document executed by the Borrower or any Guarantor or any of their respective officers at any time in connection with the Second Lien Credit Agreement on or before the Effective Date and such documents are reasonably satisfactory to the Administrative Agent.
Second Lien Credit Agreement promptly upon execution and delivery thereof, copies of any material amendment, restatement, supplement or other modification to or waiver of the Second Lien Credit Agreement or collateral documents related thereto entered into after the date hereof;
Second Lien Credit Agreement. The “Loan Documents” (as defined in the Second Lien Credit Agreement) required by the terms of the Second Lien Credit Agreement to be executed on the Closing Date shall have been, or substantially concurrently with the making of the Loans hereunder on the Closing Date shall be, duly executed and delivered by each Loan Party that is party thereto and the term loans under the Second Lien Credit Agreement shall have been, or substantially concurrently with the making of the Loans hereunder on the Closing Date will be, funded. For purposes of determining whether the conditions specified in this Section 4.01 have been satisfied on the Closing Date, by funding the Loans hereunder, the Administrative Agent and each Lender shall be deemed to have consented to, approved or accepted, or to be satisfied with, each document or other matter required hereunder to be consented to or approved by or acceptable or satisfactory to the Administrative Agent or such Lender, as the case may be. Notwithstanding the foregoing, to the extent that the Lien on any Collateral is not or cannot be created or perfected on the Closing Date (other than (a) execution and delivery of the Security Agreement by the Loan Parties, (b) a Lien on Collateral that is of the type that may be perfected by the filing of a UCC-1 financing statement under the UCC and (c) a Lien on the Capital Stock of each Borrower and each Subsidiary Guarantor (other than any subsidiary of the Target the certificate evidencing the Capital Stock of which has not been delivered to NewCo2 at least two Business Days prior to the Closing Date, to the extent NewCo2 has used commercially reasonable efforts to procure delivery thereof) that may be perfected on the Closing Date by the delivery of a stock or equivalent certificate (together with a stock power or similar instrument endorsed in blank for the relevant certificate)), in each case after NewCo2’s use of commercially reasonably efforts to do so without undue burden or expense, then the creation and/or perfection of such Lien shall not constitute a condition precedent to the availability or initial funding of the Credit Facilities on the Closing Date.
Second Lien Credit Agreement. The Second Lien Credit Agreement shall have become effective in accordance with its terms and the Borrower shall have received $900,000,000 in gross proceeds from the borrowing of Second Lien Term Loans thereunder.
Second Lien Credit Agreement. Administrative Agent shall have received a copy of the Second Lien Credit Agreement, the Second Lien Intercreditor Agreement, and each other Second Lien Loan Document, duly executed and delivered by each party thereto. Simultaneously with the making of the Loans on the date hereof, the Second Lien Effective Date shall occur and all conditions precedent to the Second Lien Effective Date will be fully satisfied.
Second Lien Credit Agreement. (a) Capitalized terms used in this Agreement and not otherwise defined herein have the meanings set forth in the Second Lien Credit Agreement. All capitalized terms defined in the New York UCC (as such term is defined herein) and not defined in this Agreement or the Second Lien Credit Agreement have the meanings specified therein. All references to the Uniform Commercial Code shall mean the New York UCC.
Second Lien Credit Agreement. All conditions precedent to the closing of the Second Lien Credit Agreement shall have been satisfied or waived prior to or simultaneously with the closing hereunder, the terms and conditions of the Second Lien Credit Agreement shall be reasonably satisfactory to the Administrative Agent and the Borrowers shall have received gross proceeds of at least $150,000,000 from the Second Lien Credit Agreement.
Second Lien Credit Agreement. 2. Second Lien Security Agreement dated as of the date hereof, among the Borrower, Holdings, the other Guarantors party thereto Bank of America, N.A., as second lien administrative agent. OPINION MATTERS-LOCAL COUNSEL TO LOAN PARTIES (see attached) [XxXxxxxxx Draft 2/17/2013 — Subject to Opinion Committee Review] [ ], 2013 To: Bank of America, N.A., as Administrative Agent under the First Lien Credit Agreement referred to below Bank of America, N.A. Barclays Bank PLC Deutsche Bank Securities Inc. Xxxxx Fargo Securities, LLC as Joint Lead Arrangers and Book Managers The Lenders under the First Lien Credit Agreement referred to below Re: American Renal Holdings, Inc. Ladies and Gentlemen: We have acted as special Texas counsel to American Renal Texas L.P., a Texas limited partnership (“TLP”), and American Renal Texas II, L.P., a Texas limited partnership (“TLP II” and together with TLP are collectively referred to herein as the “Credit Parties” and individually as a “Credit Party”), in connection with the execution and delivery of Subject Documents referred to below. This opinion is being delivered pursuant to Section 4.01(a)(viii) of the First Lien Credit Agreement dated as of February 20, 2013 (the “Credit Agreement”), by and among American Renal Holdings Inc., a Delaware corporation (the “Borrower”), American Renal Holdings Intermediate Company, LLC, a Delaware limited liability company (“Holdings”), the lenders party thereto in their capacities as lenders thereunder and Bank of America, N.A., as administrative agent (the “Administrative Agent”) and the other parties thereto. Terms not otherwise defined herein are used herein as defined in the Credit Agreement. In our examination of the documents referred to below, we have assumed the genuineness of all signatures, the legal capacity of natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies, and the authenticity of the originals of such copies. As to any facts material to this opinion that we did not independently verify, we have, to the extent we deemed appropriate, without independent investigation, relied upon certificates, statements and representations of the Credit Parties and their officers and other representatives, and of public officials, including the facts set forth in the Officer’s Certificate referred to below.
