the following conditions:
(a) the Lender shall have received a Notice of Borrowing with respect to the Loan
in accordance with SECTION 1.02.
(b) as of Funding Date, (i) all of the representations and warranties of the Borrower
contained in SECTION 3.01. shall be true and correct in all material respects
on and as of such date as though made on and as of that date, and (ii) no
Event of Default (hereinafter defined) or event which, with the giving of notice
or the lapse of time or both, would become an Event of Default shall have
occurred and be continuing.