Conditions to Effectiveness of the Amendment Sample Clauses
Conditions to Effectiveness of the Amendment. This Amendment shall become effective only upon the satisfaction in full, in a manner reasonably satisfactory to the Agent, of the following conditions precedent (the first date upon which all such conditions shall have been satisfied (or waived) being hereinafter referred to as the "Tenth Amendment Effective Date"):
Conditions to Effectiveness of the Amendment. The provisions of this Amendment shall become effective upon the date of the satisfaction of all of the conditions set forth in this Section 2 (the "Fifth Amendment Effective Date"):
Conditions to Effectiveness of the Amendment. This Amendment shall become effective on the date hereof (the “Amendment Effective Date”) subject to the satisfaction of the following conditions precedent:
4.1 the execution and delivery of this Amendment by all parties hereto;
4.2 the delivery of the Issuer Tax Opinion;
4.3 the delivery of the No Adverse Effect Officer’s Certificate;
4.4 the receipt of the Rating Agency No-Downgrade Letter; and
4.5 the delivery of the Authorization Opinion.
Conditions to Effectiveness of the Amendment. The provisions of this Amendment shall become effective upon the date of the satisfaction of all of the conditions set forth in this Section 3 (the “First Amendment Effective Date”), with any documents delivered to Administrative Agent dated the First Amendment Effective Date unless otherwise noted:
Conditions to Effectiveness of the Amendment. This Amendment shall become effective upon execution by the Borrower and the Administrative Agent (the “Effective Date”).
Conditions to Effectiveness of the Amendment. The amendments set forth in Section 1 hereof shall become effective only upon the satis- faction (or waiver) of the following conditions precedent (the date of satisfaction of such conditions being referred to herein as the “Third Amendment Effective Date”):
A. The Administrative Agent shall have received an executed written consent approv- ing the amendments and consents set forth herein and authorizing the Administrative Agent to enter into this Third Amendment from Incremental Term B Lenders constituting the Required Class Lenders of the Incremental Term B Loans.
B. The Administrative Agent (or its counsel) shall have received with respect to each Loan Party, each of the items referred to in clauses (i), (ii) and (iii) below:
(i) a certificate of the Secretary or Assistant Secretary or similar officer of each Loan Party or, as applicable, the Borrower on behalf of such Loan Party, dated the Third Amendment Effective Date and certifying:
(1) that such Loan Party’s Organizational Documents most recently certified and delivered to the Administrative Agent on October 30, 2023 or June 13, 2024, as applicable remain in full force and effect on the Third Amendment Effective Date without modification or amendment since such original delivery (except as otherwise attached thereto),
(2) that attached thereto is a true and complete copy of resolutions duly adopted by the Board of Directors of the Borrower authorizing the execution, delivery and performance of this Third Amendment or any other document deliv- ered by the Borrower in connection herewith, and that such resolutions have not been modified, rescinded or amended and are in full force and effect on the Third Amendment Effective Date,
(3) as to the incumbency and specimen signature of each officer exe- cuting this Third Amendment or any other document delivered in connection here- with on behalf of such Loan Party, and
(4) as to the absence of any pending proceeding for the dissolution or liquidation of such Loan Party;
(ii) a certificate of a director or an officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or similar officer executing the certificate pursuant to clause (i) above; and
(iii) include as an attachment a good standing certificate or equivalent, if applicable, for each Loan Party issued by the relevant Governmental Authority of the jurisdiction of organization of such Loan Party.
C. The representations and warranties contained in Section 3 of this Third...
Conditions to Effectiveness of the Amendment. The Amendment shall become effective as of the date (the “Effective Date”) when, and only when, each of the following conditions precedent shall have been satisfied:
(a) The Administrative Agent shall have received an executed counterpart hereof from the Loan Parties and the requisite Lenders;
(b) On the Effective Date, the representations and warranties set forth in Section 5 below shall be true and correct in all material respects;
(c) Since September 30, 2018, both immediately before and after giving effect to this Amendment, there has not occurred any event, development or circumstance that has had or could reasonably be expected to have a Material Adverse Effect; and
(d) The Winter Purchase Agreement shall have been executed not later than April 15, 2019 on terms substantially similar to the draft Winter Purchase Agreement provided to the Administrative Agent prior to the date hereof.
Conditions to Effectiveness of the Amendment. The amendments set forth in Section 1 hereof shall become effective only upon the satisfaction (or waiver) of the following conditions precedent (the date of satisfaction of such conditions being referred to herein as the “Amendment No. 4 Effective Date”):
A. The Administrative Agent shall have received this Amendment, duly executed and delivered by a duly authorized officer of each of (i) the Top Borrower, (ii) the Co-Borrower, (iii) each other Loan Party, (iv) the Administrative Agent, (v) Lenders constituting the Required Lenders under the Existing Credit Agreement immediately prior to the Amendment No. 4 Effective Date, (vi) the Initial Term Lenders party to this Amendment constituting the Required Term Lenders by the Approval Time (as defined below) and (vii) Bank of America, N.A., in its capacity as assignee pursuant to Section 4 hereof.
B. The representations and warranties contained in Section 3, shall be true and correct in all material respects on and as of the Amendment No. 4 Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, except that any such representation or warranty qualified by materiality or as to Material Adverse Effect shall be true and correct in all respects as so qualified.
C. On and as of the Amendment No. 4 Effective Date, immediately prior to and after giving effect to this Amendment, no Event of Default shall have occurred and be continuing.
D. The Administrative Agent shall have received a certificate, dated the Amendment No. 4 Effective Date and signed by a Responsible Officer of the Top Borrower, certifying as to the representations and warranties in Sections 3.B and 3.C of this Amendment.
E. The Top Borrower shall have paid (or shall pay substantially concurrently with the effectiveness of this Amendment on the Amendment No. 4 Effective Date) all accrued and unpaid interest on the Initial Term Loans outstanding immediately prior to the effectiveness of this Amendment on the Amendment No. 4 Effective Date to, but not including, the Amendment No. 4 Effective Date and, if applicable, shall have submitted a Committed Loan Notice in accordance with Section 2.02 of the Existing Credit Agreement.
F. The Top Borrower shall have (i) paid, or caused to have been paid, to the Amendment No. 4 Arrangers, all fees and other amounts due and payable in connection with this Amendment on or prior to the date...
Conditions to Effectiveness of the Amendment. The Amendments set forth in Sections 1 and 2 hereof shall become effective as of the first date when, and only when, the following conditions have been satisfied, or waived in accordance with the provisions of the Existing Facility Agreement (the “Amendment Effective Date”):
Conditions to Effectiveness of the Amendment. The provisions of this Amendment shall become effective upon the date of the satisfaction of all of the conditions set forth in this SECTION 3 (the "FOURTH AMENDMENT EFFECTIVE DATE"):