Common use of Conditions to Effectiveness of Second Amendment Clause in Contracts

Conditions to Effectiveness of Second Amendment. Section 3.1. This Second Amendment shall not become effective until, and shall become effective when, each and every one of the following conditions shall have been satisfied: (a) executed counterparts of this Second Amendment, duly executed by the Company and the Purchaser, shall have been delivered to the Purchaser; (b) the Purchaser shall have received a fee equal to $10,000; (c) the Purchaser shall have received a copy of the resolutions of the Board of Directors of the Company authorizing the execution, delivery and performance by the Company of this Second Amendment, certified by its Secretary or an Assistant Secretary; (d) the representations and warranties of the Company set forth in Section 2 hereof shall be true and correct on and with respect to the date hereof; (e) the Purchaser shall have received the favorable opinion of counsel to the Company as to the matters set forth in Sections 2.1(a), 2.1(b) and 2.1(c) hereof, which opinion shall be in form and substance satisfactory to the Purchaser; and (f) executed counterparts of Credit Agreements, duly executed by the Company and the Banks, which Credit Agreements shall be in form and substance satisfactory to the Purchaser, shall have been delivered to the Purchaser. Upon receipt of all of the foregoing, this Second Amendment shall become effective.

Conditions to Effectiveness of Second Amendment. Section 3.1. This Second Amendment shall not become be effective until, and shall become effective when, each and every one on the date (the "Second Amendment Effective Date") that all of the following conditions precedent shall have been satisfied: occurred: (a) the Company and the Lender have duly executed counterparts and delivered-counterpart copies of this Second Amendment, duly executed by the Company and the Purchaser, shall have been delivered to the Purchaser; ; (b) the Purchaser Company shall have received paid to the Lender a Credit Limit increase fee equal to one-eighth of one percent (.125%) of $10,000; 10,000,000; (c) the Purchaser Company shall have received a copy delivered to the Lender in form and substance satisfactory to the Lender and its counsel (1) certified copies of the resolutions of the Board of Directors of the Company authorizing approving the execution, execution and delivery and performance by the Company of this Second Amendment, certified by its ; (2) a certificate of the Secretary or an Assistant Secretary; (d) the representations and warranties Secretary of the Company set forth in Section 2 hereof shall be certifying the names and true signatures of the officers of the Company authorized to sign this Second Amendment; (3) a duly executed Federal Reserve Form U-1 pursuant to Regulation U of the Board of Governors of the Federal Reserve System that the Company hereby authorizes and correct on directs the Lender to supplement with each Daily Report for the purpose of at all times accurately and with respect to the date hereof; completely completing such form; (e4) the Purchaser shall have received the favorable an opinion of counsel to the Company as with respect to the matters set forth in Sections 2.1(a), 2.1(beffectiveness of this Second Amendment to amend the Agreement as provided herein; (d) and 2.1(c) hereof, which opinion shall be in form and substance satisfactory to the Purchaser; and (f) executed counterparts of Credit Agreements, duly executed by the Company and the Banks, which Credit Agreements shall be in form and substance satisfactory to the Purchaser, shall have been delivered to the Purchaser. Upon receipt of all of the foregoing, representations and warranties contained in this Second Amendment and the Agreement as amended hereby shall become effectivebe true and correct as of the Second Amendment Effective Date except to the extent that they expressly relate to a prior date; and (e) no Event of Default shall have occurred and be continuing as of the Second Amendment Effective Date.