Conditions Precedent to the Effectiveness of this Amendment Clause Samples

Conditions Precedent to the Effectiveness of this Amendment. The effectiveness of this Amendment (and the Consent contained within this Amendment) is subject to the fulfillment, to the reasonable satisfaction of each Agent (or a written waiver by such Agent) of each of the following conditions: (a) Each Agent shall have received this Amendment, duly executed by the parties hereto, and the same shall be in full force and effect; (b) U.S. Agent shall have received, in immediately available funds, the Third Amendment Fee referred to in Section 9(b) hereof; (c) Each Agent shall have received the reaffirmation and consent of each Guarantor attached hereto as Exhibit A, duly executed and delivered by an authorized official of each Guarantor; (d) Each Agent shall have received an amendment to the Fee Letter, duly executed by the parties to the Fee Letter, and the same shall be in full force and effect; (e) Each Agent shall have received the Intercompany Note Subordination Agreement, duly executed by the parties thereto, and the same shall be in full force and effect; (f) Each Agent shall have received amendments to the Senior Term Loan Credit Agreement, duly executed by the parties to the Senior Term Loan Credit Agreement, and the same shall be in full force and effect; (g) Each Agent shall have received the joinder documents and supplements that are required to be executed by ▇▇▇▇▇▇▇ Holdco, CLDH and BBCC pursuant to the terms of the Loan Documents, which in each case shall be in form and substance reasonably satisfactory to the Agents; (h) Each Agent shall have received the Senior Secured Note Intercreditor Agreement, and the same shall be in full force and effect; (i) Each Agent shall have received copies of the Senior Secured Note Documents, certified as true and correct copies thereof by an Authorized Person of the Borrowers; (j) The transactions contemplated by the Senior Secured Note Documents shall have been consummated and a portion of the proceeds of Senior Secured Notes shall have been used in respect of the Designated Subordinated Indebtedness Prepayment and the Designated Term Loan Prepayment; (k) After giving effect to this Amendment, the representations and warranties herein and in the Credit Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date hereof, as though made on such date (except to the extent that such representations and warranties relate solely to an earlier date); (l) No injunction, writ, restraining order, or other order of any nature pr...

Conditions Precedent to the Effectiveness of this Amendment. This Amendment (including the waiver set forth above in Section 2) shall become effective as of the date when, and only when, each of the following conditions precedent shall have been (or are or will be substantially concurrently therewith) satisfied, as evidenced by written confirmation of satisfaction from the Administrative Agent (the “Amendment Effective Date”): (a) the Administrative Agent shall have received this Amendment, duly executed by the Borrower, Holdings and a number of Lenders sufficient to constitute the Requisite Lenders; (b) the Collateral Agent and the Second Lien Collateral Agent shall have entered into the First Amendment to the Intercreditor Agreement; (c) the Administrative Agent shall have received an Officer’s Certificate of the Borrower certifying that after giving effect to the waiver referred to in Section 2 (x) the representations and warranties in Section 4 shall be true and correct as of the Amendment Effective Date and (y) no default shall have occurred and be continuing under the Second Lien Credit Agreement; (d) the Borrower shall have paid all fees and, to the extent invoices have been delivered to the Borrower at least one (1) Business Day prior to such date, expenses payable to the Administrative Agent and the Lenders referred to under Section 5 hereof; and (e) the First Amendment to the Second Lien Credit Agreement shall have become, or shall simultaneously become, effective.

Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date hereof (the “Effective Date”) provided that each of the following conditions precedent shall have been satisfied on or before such date:

Conditions Precedent to the Effectiveness of this Amendment. The effectiveness of this Amendment shall be expressly subject to the following conditions precedent:

Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective on the date (the “Tenth Amendment Effective Date”) when the following conditions precedent have been satisfied:

Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date first written above when the Required Lenders have consented to this Amendment, and the amendments in Section 1 shall become operative only when each of the following conditions precedent shall have been satisfied or waived (the “Amendment No. 1 Effective Date”) by the Administrative Agent:

Conditions Precedent to the Effectiveness of this Amendment. This Agreement shall become effective as of the date first written above (the “Amendment and Restatement Date”), and the obligations of the Lenders under the Amended and Restated Credit Agreement shall be subject to, satisfaction or waiver of each of the conditions precedent set forth in this Section 4 hereof.

Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date first written above when, and only when, each of the following conditions precedent shall have been satisfied (the “Amendment No. 3 Effective Date”):

Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the first date (such date being referred to as the “Amendment No. 8 Effective Date”) when each of the following conditions shall have been satisfied: (a) The Administrative Agent (or its counsel) shall have received (A) from the Amendment No. 8 Extending Term Lenders, the Additional Refinancing Lenders, the Required Lenders (which shall include the Amendment No. 8 Extending Term Lenders and the Additional Refinancing Lenders), Holdco, the Borrower, the Administrative Agent and the Subsidiary Loan Parties a counterpart of this Amendment signed on behalf of such party and (B) from the Borrower, Note(s) executed by Borrower for each Lender that requests such Note(s) at least one Business Day prior to the Amendment No. 8 Effective Date. (b) The Administrative Agent shall have received a written opinion (addressed to the Administrative Agent and the Lenders and dated the Amendment No. 8 Effective Date) of ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇ LLP, counsel for the Loan Parties, in form and substance reasonably acceptable to the Administrative Agent. Each of Borrower and Holdco hereby requests such counsel to deliver such opinion. (c) The Administrative Agent shall have received: (i) a copy of each Organizational Document of the Borrower and Holdco and, to the extent applicable, certified as of a recent date by the appropriate governmental official; (ii) signature and incumbency certificates of the officers of each Loan Party executing the Loan Documents to which it is a party (or a certification that there have been no changes to such officers since the Amendment No. 7 Effective Date); (iii) resolutions of the board of directors or similar governing body of each Loan Party approving and authorizing the execution, delivery and performance of this Amendment and the other documents to which such Loan Party is a party as of the Amendment No. 8 Effective Date, certified as of the Amendment No. 8 Effective Date by such Loan Party as being in full force and effect without modification or amendment; and (iv) a good standing certificate (to the extent such concept is known in the relevant jurisdiction) from the applicable Governmental Authority of Holdco’s and the Borrower’s respective jurisdiction of incorporation, organization or formation dated a recent date prior to the Amendment No. 8 Effective Date. (d) The Administrative Agent shall have received a certificate, dated the Amendment No. 8 Effective Date and signed by a Responsible Officer or t...