Common use of Effectiveness of Incremental/Extended/Refinancing Amendment Clause in Contracts

Effectiveness of Incremental/Extended/Refinancing Amendment. No Incremental/Extended/Refinancing Amendment shall become effective unless all of the following conditions are met: (i) no Incremental/Extended/Refinancing Amendment shall become effective unless the conditions precedent set forth in Section 3.2 (Conditions Precedent to Each Loan) are satisfied as of the date of such Incremental/Extended/Refinancing Amendment (including the condition that as of the date of such Incremental/Extended/Refinancing Amendment, no event shall have occurred and be continuing or would result from the consummation of such Incremental/Extended/Refinancing Amendment that would constitute an Event of Default or a Default); (ii) each Incremental/Extended/Refinancing Amendment shall contain a representation and warranty by the Borrower that the representations and warranties of (A) the Borrower contained in Article IV (Representations and Warranties) and (B) each Loan Party contained in each other Loan Document or in any document furnished at any time under or in connection herewith or therewith are true and correct in all material respects (without duplication of any materiality qualifier contained therein) on and as of the effective date of such Incremental/Extended/Refinancing Amendment, 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; (iii) the Loan Parties shall reaffirm their respective obligations under the Collateral Documents pursuant to an agreement reasonably satisfactory to the Administrative Agent; (iv) if requested by the Administrative Agent, Constituent Documents of the Loan Parties, resolutions (or equivalent authorization) of each Loan Party’s board of directors (or equivalent body) or shareholders (or equivalent), as applicable, approving such Incremental/Extended/Refinancing Amendment shall be delivered to the Administrative Agent and an opinion or opinions of counsel reasonably satisfactory to the Administrative Agent as to the enforceability of the Incremental/Extended/Refinancing Amendment, this Agreement as amended thereby and such of the other Loan Documents (if any) as may be amended thereby; (v) the terms of such Incremental/Extended/Refinancing Loans shall comply with the requirements in Sections 2.19 (Facility Increase), 2.20 (Amend and Extend Transactions), 2.21 (Refinancing Transactions) and 2.22 (Incremental/Extended/Refinancing Amendments Generally), as applicable; and (vi) the Borrower, the Administrative Agent and each applicable Lender shall execute and deliver to the Administrative Agent any documentation as the Administrative Agent shall reasonably specify to evidence the transaction contemplated by such Incremental/Extended/Refinancing Amendment. Notwithstanding the foregoing or any provision of any Loan Document, if any New Incremental Term Loan is requested to finance a Proposed Acquisition or other Investment, in each case, permitted pursuant to Section 8.3 (Investments), such New Incremental Term Loan shall be subject to customary “SunGard” or “certain funds” conditionality (it being understood that such New Incremental Term Loan shall be subject to the absence of an Event of Default under Section 9.1(a), (b) or (f) (Events of Default)).

Effectiveness of Incremental/Extended/Refinancing Amendment. No Incremental/Extended/Refinancing Amendment shall become effective unless all of the following conditions are met: (i) no Incremental/Extended/Refinancing Amendment shall become effective unless the conditions precedent set forth in Section 3.2 (Conditions Precedent to Each Loan) are satisfied as of the date of such Incremental/Extended/Refinancing Amendment (including the condition that as of the date of such Incremental/Extended/Refinancing Amendment, no event shall have occurred and be continuing or would result from the consummation of such Incremental/Extended/Refinancing Amendment that would constitute an Event of Default or a Default); (ii) each Incremental/Extended/Refinancing Amendment shall contain a representation and warranty by the Borrower that the representations and warranties of (A) the Borrower contained in Article IV (Representations and Warranties) and (B) each Loan Party contained in each other Loan Document or in any document furnished at any time under or in connection herewith or therewith are true and correct in all material respects (without duplication of any materiality qualifier contained therein) on and as of the effective date of such Incremental/Extended/Refinancing Amendment, 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; (iii) the Loan Parties shall reaffirm their respective obligations under the Collateral Documents pursuant to an agreement reasonably satisfactory to the Administrative Agent; (iv) if requested by the Administrative Agent, Constituent Documents of the Loan Parties, resolutions (or equivalent authorization) of each Loan Party’s board of directors (or equivalent body) or shareholders (or equivalent), as applicable, approving such Incremental/Extended/Refinancing Amendment shall be delivered to the Administrative Agent and an opinion or opinions of counsel reasonably satisfactory to the Administrative Agent as to the enforceability of the Incremental/Extended/Refinancing Amendment, this Agreement as amended thereby and such of the other Loan Documents (if any) as may be amended thereby; (v) the terms of such Incremental/Extended/Refinancing Loans shall comply with the requirements in Sections Section 2.19 (Facility Increase), Section 2.20 (Amend and Extend Transactions), Section 2.21 (Refinancing Transactions) and this Section 2.22 (Incremental/Extended/Refinancing Amendments Generally), as applicable; and (vi) the Borrower, the Administrative Agent and each applicable Lender shall execute and deliver to the Administrative Agent any documentation as the Administrative Agent shall reasonably specify to evidence the transaction contemplated by such Incremental/Extended/Refinancing Amendment. . (vii) Notwithstanding the foregoing or any provision of any Loan Document, if any New Incremental Term Loan is requested to finance a Proposed Acquisition or other Investment, in each case, permitted pursuant to Section 8.3 (Investments), such New Incremental Term Loan shall be subject to customary “SunGard” or “certain funds” conditionality (it being understood that such New Incremental Term Loan shall be subject to the absence of an Event of Default under Section 9.1(a), (b) or (f) (Events of Default)).

Effectiveness of Incremental/Extended/Refinancing Amendment. No Incremental/Extended/Refinancing Amendment shall become effective unless all of the following conditions are met: (i) no Incremental/Extended/Refinancing Amendment shall become effective unless the conditions precedent set forth in Section 3.2 (Conditions Precedent to Each Loan) are satisfied as of the date of such Incremental/Extended/Refinancing Amendment (including the condition that as of the date of such Incremental/Extended/Refinancing Amendment, no event shall have occurred and be continuing or would result from the consummation of such Incremental/Extended/Refinancing Amendment that would constitute an Event of Default or a Default); (ii) each Incremental/Extended/Refinancing Amendment shall contain a representation and warranty by the Borrower that the representations and warranties of (A) the Borrower contained in Article IV (Representations and Warranties) and (B) each Loan Party contained in each other Loan Document or in any document furnished at any time under or in connection herewith or therewith are true and correct in all material respects (without duplication of any materiality qualifier contained therein) on and as of the effective date of such Incremental/Extended/Refinancing Amendment, 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; (iii) the Loan Parties shall reaffirm their respective obligations under the Collateral Documents pursuant to an agreement reasonably satisfactory to the Administrative Agent; (iv) if requested by the Administrative Agent, Constituent Documents of the Loan Parties, resolutions (or equivalent authorization) of each Loan Party’s board of directors (or equivalent body) or shareholders (or equivalent), as applicable, approving such Incremental/Extended/Refinancing Amendment shall be delivered to the Administrative Agent and an opinion or opinions of counsel reasonably satisfactory to the Administrative Agent as to the enforceability of the Incremental/Extended/Refinancing Amendment, this Agreement as amended thereby and such of the other Loan Documents (if any) as may be amended thereby; (v) the terms of such Incremental/Extended/Refinancing Loans shall comply with the requirements in Sections 2.19 (Facility Increase), 2.20 (Amend and Extend Transactions), 2.21 (Refinancing Transactions) and 2.22 (Incremental/Extended/Refinancing Amendments Generally), as applicable; and (vi) the Borrower, the Administrative Agent and each applicable Lender shall execute and deliver to the Administrative Agent any documentation as the Administrative Agent shall reasonably specify to evidence the transaction contemplated by such Incremental/Extended/Refinancing Amendment. Notwithstanding the foregoing or any provision of any Loan Documentforegoing, if any New Incremental Term Loan is requested to finance in connection with a Proposed Acquisition or other Investment, in each case, permitted pursuant to Section 8.3 (Investments), such New Incremental Term Loan shall may be subject to customary “SunGard” or “certain funds” conditionality (it being understood that such New Incremental Term Loan shall be subject provided to the absence Borrower regardless of whether a Default or Event of Default (other than an Event of Default under Section 9.1(a), (b) or (f) (Events of Default))) currently exists hereunder and the representations and warranties made in connection therewith may be subject to customary “certain funds” provisions to be agreed between the Borrower and the Lenders.