PBY » Topics » Conditions to all Credit Extensions.

These excerpts taken from the PBY 10-K filed Apr 15, 2009.
Conditions to all Credit Extensions.  The obligation of each Lender to honor any Request for Credit Extension (other than a Conversion/Continuation Notice requesting only a conversion of Committed Loans to the other Type or a continuation of LIBO Rate Loans) and of each L/C Issuer to issue each Letter of Credit is subject to the following conditions precedent:

 

(a)                            The representations and warranties of the Lead Borrower and each other Loan Party contained in Article V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of such Credit Extension, 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 of this Section 4.02, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.

 

(b)                           No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.

 

(c)                            The Administrative Agent and, if applicable, the L/C Issuer or the Swing Line Lender shall have received a Request for Credit Extension in accordance with the requirements hereof.

 

(d)                           No event or circumstance which could reasonably be expected to result in a Material Adverse Effect shall have occurred.

 

Each Request for Credit Extension (other than a Conversion/Continuation Notice requesting only a conversion of Committed Loans to the other Type or a continuation of LIBO Rate Loans) submitted by the Lead Borrower shall be deemed to be a representation and warranty by the Borrowers that the conditions specified in Sections 4.02(a) and 4.02(b) have been satisfied on and as of the date of the applicable Credit Extension.  The conditions set forth in this Section 4.02 are for the sole benefit of the Credit Parties but until the Required Lenders otherwise direct the Administrative Agent to cease making Committed Loans, the Lenders will fund their Applicable Percentage of all Loans and L/C Advances and participate in all Swing Line Loans and Letters of Credit whenever made or issued, which are requested by the Lead Borrower and which, notwithstanding the failure of the Loan Parties to comply with the provisions of this Article IV, agreed to by the Administrative Agent, provided, however, the making of any such Loans or the issuance of any Letters of Credit shall not be deemed a modification or waiver by

 



 

any Credit Party of the provisions of this Article IV on any future occasion or a waiver of any rights of the Credit Parties as a result of any such failure to comply.

 

Conditions to all Credit Extensions.  The
obligation of each Lender to honor any Request for Credit Extension (other than
a Conversion/Continuation Notice requesting only a conversion of Committed
Loans to the other Type or a continuation of LIBO Rate Loans) and of each L/C
Issuer to issue each Letter of Credit is subject to the following conditions
precedent:



 



(a)                            The representations and
warranties of the Lead Borrower and each other Loan Party contained in Article V
or any other Loan Document, or which are contained in any document furnished at
any time under or in connection herewith or therewith, shall be true and
correct in all material respects on and as of the date of such Credit
Extension, 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 of this Section 4.02,
the representations and warranties contained in subsections (a) and (b) of
Section 5.05 shall be deemed to refer to the most recent statements
furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.



 



(b)                           No Default or Event of
Default shall exist, or would result from such proposed Credit Extension or
from the application of the proceeds thereof.



 



(c)                            The Administrative Agent
and, if applicable, the L/C Issuer or the Swing Line Lender shall have received
a Request for Credit Extension in accordance with the requirements hereof.



 



(d)                           No event or circumstance
which could reasonably be expected to result in a Material Adverse Effect shall
have occurred.



 



Each Request for Credit Extension
(other than a Conversion/Continuation Notice requesting only a conversion of
Committed Loans to the other Type or a continuation of LIBO Rate Loans)
submitted by the Lead Borrower shall be deemed to be a representation and
warranty by the Borrowers that the conditions specified in Sections 4.02(a) and
4.02(b) have been satisfied on and as of the date of the applicable
Credit Extension.  The conditions set
forth in this Section 4.02 are for the sole benefit of the Credit Parties
but until the Required Lenders otherwise direct the Administrative Agent to
cease making Committed Loans, the Lenders will fund their Applicable Percentage
of all Loans and L/C Advances and participate in all Swing Line Loans and
Letters of Credit whenever made or issued, which are requested by the Lead
Borrower and which, notwithstanding the failure of the Loan Parties to comply
with the provisions of this Article IV, agreed to by the Administrative
Agent, provided, however, the making of any such Loans or the issuance of any
Letters of Credit shall not be deemed a modification or waiver by



 
















 



any Credit Party of the provisions of
this Article IV on any future occasion or a waiver of any rights of the
Credit Parties as a result of any such failure to comply.



 



EXCERPTS ON THIS PAGE:

10-K (2 sections)
Apr 15, 2009
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