Lender and each Assuming Lender to increase its Commitment pursuant to Section 2.19, is subject to the conditions precedent that (a)
(i) in the case of an Extension Date, the Administrative Agent shall have accepted all of the Assumption Agreements of the Assuming
Lenders and received all of the written confirmations of increases in the Commitments of the Consenting Lenders for such Extension
Date and all of the Non-Consenting Lenders shall have received all of the amounts required to have been paid to them under Section
2.17(c) on or prior to such Extension Date and (ii) in the case of a Commitment Increase, the Administrative Agent shall have
accepted all of the Assumption Agreements of the Assuming Lenders and received all of the written confirmations of the increases in
the Commitments of the Increasing Lenders for such Commitment Increase, and (b) on such Extension Date or such Increase Date, as
the case may be, the following statements shall be true (and a duly authorized officer of the Company shall certify the completeness
and accuracy of such statements to the Administrative Agent and the Lenders on and as of such Extension Date or such Increase
Date):
(i) No event or development has occurred or failed to occur, and no action has been taken or failed to have
been taken, by or on behalf of any Borrower or any of its Subsidiaries that, either individually or in the aggregate, has had or
could reasonably be expected to have a Material Adverse Effect since December 31, 2006. No fact or circumstance is known
by any Borrower that, either individually or in the aggregate, has had or could reasonably be expected to have (so far as such
Borrower can reasonably foresee) a Material Adverse Effect since December 31, 2006;
(ii) The representations and warranties contained in Section 4.01 are correct on and as of such Extension Date
or Increase Date, before and after giving effect to such Extension Date or Increase Date; and
(iii) No event has occurred and is continuing, or would result from the occurrence of such Extension Date or
such Increase Date that constitutes a Default.
SECTION 3.05. Determinations Under Section 3.01. For purposes of determining compliance with the conditions
specified in Section 3.01, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with each
document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to the Lenders unless an
officer of the Administrative Agent responsible for the transactions contemplated by this Agreement shall have received notice from
such Lender prior to the date that the Company, by notice to the Lenders, designates as the proposed Effective Date, specifying its
objection thereto. The Administrative Agent shall promptly notify the Lenders of the occurrence of the Effective Date.
ARTICLE IV
REPRESENTATIONS AND WARRANTIES
SECTION 4.01. Representations and Warranties of the Borrowers. Each Borrower represents and warrants as
follows:
(a) Each Borrower and each of its Significant Subsidiaries (i) are Persons duly organized, validly existing and,
to the extent such concept is applicable in the jurisdiction
46
Source: BLACK & DECKER CORP, 10-K, February 19, 2010 Powered by Morningstar
®
Document Research℠
(16 pages)
(2 pages)
Manymanuals.com
Manymanuals.de
Manymanuals.fr
Manymanuals.it
Manymanuals.pl
Manymanuals.cz
Manymanuals.es
Manymanuals-pt.com
Commentaires sur ces manuels