Condition of Effectiveness Clause Samples
The Condition of Effectiveness clause establishes the specific requirements or events that must occur before a contract or agreement becomes legally binding and enforceable. Typically, this clause outlines certain approvals, consents, or actions—such as regulatory clearance, board approval, or the fulfillment of due diligence—that must be satisfied by one or both parties. By clearly defining these prerequisites, the clause ensures that neither party is obligated to perform under the contract until all stipulated conditions are met, thereby protecting both sides from premature commitments and reducing the risk of disputes over enforceability.
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Condition of Effectiveness. This Amendment shall be deemed to have become effective as of the date hereof, but such effectiveness shall be subject to the condition precedent that the Administrative Agent shall have received executed counterparts of this Amendment duly executed and delivered by each Borrower, the Administrative Agent and the Required Lenders.
Condition of Effectiveness. This Amendment shall become effective when, and only when, the following conditions shall have been fulfilled:
(a) the Senior Noteholders and the Subordinate Noteholder shall have executed a counterpart of this Amendment;
(b) the Amended Note Agreement shall have become effective; and
(c) the Amended Guaranty Agreement shall have become effective.
Condition of Effectiveness. The closing of the acquisition by FPC of the UNG transaction on or before September 30, 2003 shall be a condition precedent to the effectiveness and enforceability of this Agreement. [Amended and Restated Executive Employment Agreement Signature Page]
Condition of Effectiveness. The occurrence of the Closing on or before the Deadline Date and the execution and delivery by Executive of the Release attached hereto as Exhibit F-1 shall be a condition precedent for the effectiveness and enforceability of this Agreement.
Condition of Effectiveness. This Amendment shall become effective upon receipt by Agent of four (4) copies of this Amendment executed by Borrower, Verrazano, Agent and Lenders.
Condition of Effectiveness. This Amendment shall become effective as of the date first above written when and only when each of the following conditions shall have been satisfied:
(a) Agent shall have received, at Agent's office, each of the following in form, substance and date satisfactory to Agent: (i) a counterpart of this Amendment executed and delivered by Borrower, (ii) a favorable report of Pilko & Associates, Inc. regarding their environmental assessment of the material properties of Kelt acquired by Borrower pursuant to the Kelt Documents in scope and results acceptable to Agent, (iii) favorable title opinions regarding properties of Kelt acquired by Borrower pursuant to the Kelt Documents in scope and results acceptable to Agent, (iv) certain documents of the type contemplated by Section 6.15 of the Credit Agreement executed by Borrower granting to Agent on behalf of Lenders a first priority lien and security interest in all of the assets of Borrower acquired from Kelt pursuant to the Kelt Documents (the "Security Documents"), and (v) a promissory note with appropriate insertions in the form attached hereto as Exhibit A (such note being herein called the "Renewal Note") duly executed on behalf of Borrower, dated the date hereof, and expressly renewing the Original Note,
(b) Borrower shall have paid to Agent an arrangement fee in the amount of $225,000 in immediately available funds,
(c) Agent shall have received a written opinion of counsel for Borrower, dated as of the date of this Amendment, addressed to Agent, to the effect that this Amendment, the Renewal Note, the Security Documents and the Kelt Documents have been duly authorized, executed and delivered by Borrower and that the Credit Agreement, the Renewal Note, the Security Documents and the Kelt Documents constitute the legal, valid and binding obligations of Borrower, enforceable in accordance with their terms (subject, as to enforcement of remedies, to applicable bankruptcy, reorganization, insolvency and similar laws and to general principles of equity) and such other matters of Agent may require,
(d) The transactions under the Kelt Documents have been contemporaneously consummated, Kelt shall have complied with each of the covenants and conditions contained in the Kelt Documents,
(e) Agent shall have received a certificate of a duly authorized officer of Borrower dated the date of this Amendment certifying: (i) that all of the representations and warranties set forth in Article IV hereof are true and correct a...
Condition of Effectiveness. This Amendment shall become effective as of the date hereof upon the receipt by the Program Agent of (a) this Amendment duly executed by all of the parties hereto, (b) the Fee Letter dated the date hereof duly executed by the Borrower and the Managing Agent, and (c) the Upfront Fee (as such term is defined in the Fee Letter).
Condition of Effectiveness. This Amendment shall become effective as of the date first above written upon receipt by the Secured Party of counterparts of this Amendment duly executed by all of the parties hereto.
Condition of Effectiveness. This Waiver shall become effective at such -------------------------- time as each party shall have executed a counterpart of this Waiver, and the Bank shall have received counterparts of this Waiver executed by the Borrower, or written confirmation of such execution.
Condition of Effectiveness. The obligation of the Bank to enter into this Amendment to the Loan Agreement and to make or provide any financial accommodation to the Debtors pursuant to the terms of this Amendment is subject to the condition precedent that the Bank shall have received each of the following documents, in form and substance satisfactory to the Bank and its counsel, and each of the following requirements shall have been fulfilled:
1. This Amendment. The Debtors and the Bank shall each have executed and delivered this Amendment.