Revolving Credit Notes exclusively for the purposes stated in this Agreement.
Section 4.20 Personal Holding Company; Subchapter S. Neither Borrower,
nor any Subsidiary, nor any Partnership, nor any LLC is a "personal holding
company" as defined in Section 542 of the Code, and neither Borrower, nor any
Subsidiary, nor any Partnership, nor any LLC is a "Subchapter S" corporation
within the meaning of the Code.
Section 4.21 Solvency. Borrower, each Subsidiary that is a general
partner in any Partnership, each Partnership, and each LLC are solvent as of
the date hereof and shall remain solvent at all times hereafter. Borrower, and
each Subsidiary that is a general partner in any Partnership, and each
Partnership, and each LLC are generally paying their respective debts as they
mature and the fair value of Borrower's, and such Subsidiary's, and such
Partnership's, and such LLC's assets substantially exceeds the sum total of
their respective liabilities.
Section 4.22 Capital. Borrower now has capital sufficient to carry on
its business and transactions and all businesses and transactions in which it
Article V. Conditions of Lending.
Section 5.01 Initial Conditions. Lenders' obligation to extend credit
hereunder is subject to the Conditions Precedent that Agent shall have received
(or agreed in writing to waive or defer receipt of) all of the following, each
duly executed, dated and delivered as of the Closing Date, in form and
substance satisfactory to Agent and its counsel:
(a) Revolving Credit Notes, the Term Notes, and Loan
Documents. The Revolving Credit Notes, the Term Notes, and all other
(b) Collateral. Delivery of any collateral required by
Article III herein.
(c) Resolutions of Borrower. Certified copies of
resolutions of the Board of Directors of Borrower authorizing or
ratifying the execution, delivery, and performance, respectively, of
this Agreement and all Loan Documents.
(d) Borrower's Certificate of Existence. A certificate
of existence of Borrower from the State of Tennessee, which
certificate shall contain no facts objectionable to Agent.
(e) Consents, Etc. Certified copies of all documents
evidencing any necessary corporate action, consents, and