Common use of Conditions Precedent to the Effectiveness of the Amendment Clause in Contracts

Conditions Precedent to the Effectiveness of the Amendment. This Amendment shall become effective as of May 14, 2014, immediately prior to the automatic termination of the Revolving Commitments on the Revolving Maturity Date (as defined in the Credit Agreement prior to giving effect to this Amendment), upon the satisfaction (or waiver by the Lenders party hereto) of the following conditions: (a) The Administrative Agent shall have received from each existing Revolving Lender and each other party hereto either (A) a counterpart of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Administrative Agent (which may include facsimile or electronic transmission (including Adobe pdf file) of a signed signature page of this Amendment) that such party has signed a counterpart of this Amendment. (b) The representations and warranties of TopCo and each Loan Party set forth in the Loan Documents (including this Amendment) that are qualified by “materiality”, “Material Adverse Effect” or similar language shall be true and correct, and the representations and warranties that are not so qualified shall be true and correct in all material respects, in each case on and as of the effective date of this Amendment (other than with respect to any representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be true and correct, or true and correct in all material respects, as the case may be, as of such earlier date). (c) At the time of and immediately after giving effect to the effectiveness of this Amendment, no Default shall have occurred and be continuing.

Conditions Precedent to the Effectiveness of the Amendment. This Amendment shall become effective as of May 14, 2014, immediately prior to the automatic termination of date first written above (the Revolving Commitments on the Revolving Maturity Date (as defined in the Credit Agreement prior to giving effect to this Amendment), “Amendment Effective Date”) upon the satisfaction (or waiver by the Lenders party hereto) of the following conditions: (a) The Administrative Agent shall have received from each existing Revolving Lender and each other party hereto either (A) a counterpart counterparts of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Administrative Agent (which may include facsimile or electronic transmission (including Adobe pdf file) of a signed signature page of this Amendment) that such party has signed a counterpart that, when taken together, bear the signatures of this AmendmentParent, the Borrower, Davox, VoiceObjects, Voxeo, the Required Lenders, each existing Revolving Lender, the Issuing Bank and the Administrative Agent. (b) The representations and warranties of TopCo and each Loan Party set forth in the Loan Documents (including this Amendment) that are qualified by “materiality”, “Material Adverse Effect” or similar language shall be true and correct, and the representations and warranties that are not so qualified shall be true and correct in all material respects, in each case on and as of the effective date of this Amendment (other than with respect to any representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be true and correct, or true and correct in all material respects, as the case may be, as of such earlier date). (c) At the time of and immediately Immediately after giving effect to the effectiveness of this Amendment, no Default shall have occurred and be continuing. (d) The PIK Amendment Fee shall have been added to the principal balance of the Loans held by each applicable Lender party hereto.

Conditions Precedent to the Effectiveness of the Amendment. This Amendment shall become effective as of May 147, 2014, immediately prior to the automatic termination of the Revolving Commitments on the Revolving Maturity Date (as defined in the Credit Agreement prior to giving effect to this Amendment), upon the satisfaction (or waiver by the Lenders party hereto) of the following conditions: (a) The Administrative Agent shall have received from each existing Revolving Lender and each other party hereto either (A) a counterpart of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Administrative Agent Lenders party hereto (which may include facsimile or electronic transmission (including Adobe pdf file) of a signed signature page of this Amendment) that such party has signed a counterpart of this Amendment. (b) The representations and warranties of TopCo and each Loan Party set forth in the Loan Documents (including this Amendment) that are qualified by “materiality”, “Material Adverse Effect” or similar language shall be true and correct, and the representations and warranties that are not so qualified shall be true and correct in all material respects, in each case on and as of the effective date of this Amendment (other than with respect to any representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be true and correct, or true and correct in all material respects, as the case may be, as of such earlier date). (c) At the time of and immediately after giving effect to the effectiveness of this Amendment, no Default shall have occurred and be continuing.

Conditions Precedent to the Effectiveness of the Amendment. This Amendment shall become effective as of May 14, 2014, immediately prior to the automatic termination of the Revolving Commitments on the Revolving Maturity Date (as defined in the Credit Agreement prior to giving effect to this Amendment), date first written above upon the satisfaction (or waiver by the Lenders party hereto) of the following conditions: (a) The Administrative Agent shall have received from each existing Revolving Lender and each other party hereto either (A) a counterpart of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Administrative Agent Lenders party hereto (which may include facsimile or electronic transmission (including Adobe pdf file) of a signed signature page of this Amendment) that such party has signed a counterpart of this Amendment. (b) The representations and warranties of TopCo and each Loan Party set forth in the Loan Documents (including this Amendment) that are qualified by “"materiality”", “"Material Adverse Effect” " or similar language shall be true and correct, and the representations and warranties that are not so qualified shall be true and correct in all material respects, in each case on and as of the effective date of this Amendment (other than with respect to any representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be true and correct, or true and correct in all material respects, as the case may be, as of such earlier date). (c) At the time of and immediately after giving effect to the effectiveness of this Amendment, no Default shall have occurred and be continuing.

Conditions Precedent to the Effectiveness of the Amendment. This Amendment shall become effective as of May 14, 2014, immediately prior to the automatic termination of date first written above (the Revolving Commitments on the Revolving Maturity Date (as defined in the Credit Agreement prior to giving effect to this Amendment), “Amendment Effective Date”) upon the satisfaction (or waiver by the Lenders party hereto) of the following conditions: (a) The Administrative Agent shall have received from each existing Revolving Lender and each other party hereto either (A) a counterpart of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Administrative Agent (which may include facsimile or electronic transmission (including Adobe pdf file) of a signed signature page of this Amendment) that such party has signed a counterpart of this Amendment. (b) The representations and warranties of TopCo and each Loan Party set forth in the Loan Documents (including this Amendment) that are qualified by “materiality”, “Material Adverse Effect” or similar language shall be true and correct, and the representations and warranties that are not so qualified shall be true and correct in all material respects, in each case on and as of the effective date of this Amendment (other than with respect to any representation and warranty that expressly relates to an earlier date, in which case such representation and warranty shall be true and correct, or true and correct in all material respects, as the case may be, as of such earlier date). (c) At the time of and immediately after giving effect to the effectiveness of this Amendment, no Default shall have occurred and be continuing. (d) The Administrative Agent shall have received from the Borrower an amendment fee, payable to the Administrative Agent for the account of each Revolving Lender, in an amount equal to 0.20% of the aggregate amount of the Revolving Commitments held by such Revolving Lender immediately prior to the effectiveness of this Amendment. (e) The Administrative Agent shall have been reimbursed for the expenses referenced in Section 8 hereof (to the extent invoiced).