Conditions to Confirmation and Effectiveness Sample Clauses

The "Conditions to Confirmation and Effectiveness" clause defines the specific requirements that must be satisfied before an agreement or plan becomes officially confirmed and legally binding. Typically, this clause outlines procedural steps, regulatory approvals, or the fulfillment of certain obligations by the parties involved, such as obtaining court approval or securing necessary consents. Its core function is to ensure that all critical prerequisites are met before the agreement takes effect, thereby protecting the interests of all parties and preventing premature enforcement.
Conditions to Confirmation and Effectiveness. The conditions to confirmation of the Plan and the conditions to the Effective Date set forth in the Plan shall have been satisfied (or waived) in accordance with the Plan, and the Effective Date shall have occurred or shall occur simultaneously with the Closing.
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Conditions to Confirmation and Effectiveness. The Chapter 11 Plan shall contain and be subject to usual and customary conditions to confirmation and effectiveness (as applicable), as well as such other conditions that are reasonably satisfactory to the Debtors and the Purchaser, including the following: • The satisfaction or waiver in accordance with the Stock Purchase Agreement of all conditions to closing of the Stock Purchase Agreement. • The Bankruptcy Court shall have entered a Disclosure Statement Order in form and substance reasonably acceptable to the Debtors and the Purchaser. • Except as provided in the immediately succeeding bullet, the Chapter 11 Plan and all documents contained in any Plan Supplement (which will include the management agreement with AlesiaRe), including any exhibits, schedules, amendments, modifications or supplements thereto, and all other Restructuring Documents shall have been negotiated, executed, delivered and filed with the Bankruptcy Court in substantially final form and in form and substance reasonably acceptable to the Debtors and Purchaser. • With respect to the amended Restructuring Implementation Agreement, (i) the amended RIA Order shall have been entered by the Bankruptcy Court and be a Final Order, (ii) all necessary Foreign Court Approvals shall have been obtained and remain in full force and effect, and (iii) the amended Restructuring Implementation Agreement shall not have been terminated and shall be in full force and effect. • The Bankruptcy Court shall have entered a Confirmation Order in form and substance reasonably acceptable to the Debtors and the Purchaser and the Confirmation Order shall be a Final Order. • The Debtors and Purchaser shall have obtained all authorizations, consents, regulatory approvals, rulings, waivers or other documents that are necessary to implement and effectuate the Chapter 11 Plan and Stock Purchase Agreement. • SRGL’s winding up proceedings before the Supreme Court of Bermuda and its parallel winding up proceeding before the Grand Court of the Cayman Islands, Financial Services Division shall not have been dismissed without the consent of the Debtors and the Purchaser. • SRUS shall not have become the subject of a pending DDOI Proceeding. OTHER PROVISIONS Director and Officer Indemnification: To be treated in accordance with the Stock Purchase Agreement.
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Related to Conditions to Confirmation and Effectiveness

  • Confirmation and Effect The provisions of the Credit Agreement (as amended by this First Amendment) shall remain in full force and effect in accordance with its terms following the effectiveness of this First Amendment, and this First Amendment shall not constitute a waiver of any provision of the Credit Agreement or any other Loan Document, except as expressly provided for herein. Each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof’, “herein”, or words of like import shall mean and be a reference to the Credit Agreement as amended hereby, and each reference to the Credit Agreement in any other document, instrument or agreement executed and/or delivered in connection with the Credit Agreement shall mean and be a reference to the Credit Agreement as amended hereby.

  • Conditions to Effectiveness The effectiveness of this Amendment is subject only to the satisfaction (or waiver by each First Amendment Term Lender) of the following conditions precedent (the date on which such conditions have been satisfied (or waived by each First Amendment Term Lender) the “First Amendment Effective Date”): The Incremental Arranger shall have received executed counterparts of (A) this Amendment from the Borrower and each First Amendment Term Lender, (B) that certain Second Lien Guarantor Consent and Reaffirmation dated as of the date hereof, made by each Guarantor in favor of the Administrative Agent and the Collateral Agent, and (C) that certain fee letter dated the date hereof, by and among the Borrower, each First Amendment Term Lender and the Incremental Arranger (the “First Amendment Fee Letter”), from the Borrower and each First Amendment Term Lender. The representations and warranties of the Borrower and each other Loan Party contained in Article V of the Second Lien Credit Agreement or any other Loan Document shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date, and except that for purposes of this Section 5(b), the representations and warranties contained in Sections 5.05(a) and (b) of the Second Lien Credit Agreement shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 6.01(a) and (b) of the Second Lien Credit Agreement, respectively, prior to the date hereof and the representations and warranties in Sections 5.12, 5.14 and 5.17 of the Second Lien Credit Agreement shall be made by reference to the date hereof. The Offeror shall make each of the Major Representations in respect of itself and such Major Representations shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the date hereof. No Event of Default shall have occurred and be continuing as of the date hereof.

  • Filing and Effectiveness The Company shall file a Registration Statement relating to any Demand Registration as promptly as practicable, but in any event no later than sixty (60) days after receipt of a Demand Notice, with the SEC and use its reasonable best efforts to cause such Registration Statement to be declared effective as soon as practicable thereafter and to remain effective for a period of time reasonably required for the disposition of the Registrable Securities covered by such Registration Statement. If any Demand Registration is requested to be effected as a shelf registration pursuant to Rule 415 under the Securities Act by the Holders demanding such Demand Registration, the Company shall keep the Registration Statement filed in respect thereof effective for a period of six (6) months from the date on which the SEC declares such Registration Statement effective or such shorter period that will terminate when all Registrable Securities covered by such Registration Statement have been sold pursuant to such Registration Statement. The Company shall promptly, and in any event within ten (10) Business Days after receipt of a Demand Notice, notify all other Holders in writing of the receipt of such Demand Notice and each such other Holder shall have the right to have all or a part of such Holder’s Registrable Securities included in such registration thereof by delivering a written notice (a “Participating Notice”) to the Company within ten (10) Business Days after receipt of the aforementioned notice from the Company (each Holder that delivers a Participating Notice to the Company pursuant to this Section 3(b), a “Participating Demand Holder”). Each Participating Demand Holder shall specify in the Participating Notice the number of Registrable Securities that such Participating Demand Holder elects to include in such registration and the Company shall include in such registration all Registrable Securities requested by the Participating Demand Holders for inclusion as specified in the Participation Notices.

  • Term and Effectiveness This Agreement shall become effective as of the first date written above. Once effective, this Agreement shall remain in effect for two years, and thereafter shall continue automatically for successive one-year periods; provided that such continuance is specifically approved at least annually by: (i) the vote of the Board of Directors, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Directors, in accordance with the requirements of the 1940 Act.

  • Reaffirmation and Confirmation Borrower hereby ratifies, affirms, acknowledges and agrees that the Credit Agreement and the other Loan Documents to which it is a party represent the valid, enforceable and collectible obligations of Borrower, and further acknowledges that there are no existing claims, defenses, personal or otherwise, or rights of setoff whatsoever with respect to the Credit Agreement or any other Loan Document. Borrower hereby agrees that this Amendment in no way acts as a release or relinquishment of the Liens and rights securing payments of the Obligations. The Liens and rights securing payment of the Obligations are hereby ratified and confirmed by Borrower in all respects.