EFFECTIVENESS OF THE AMENDMENTS Sample Clauses

The "Effectiveness of the Amendments" clause defines when and how changes to an agreement become legally binding and enforceable. Typically, this clause specifies that amendments only take effect once certain conditions are met, such as obtaining written consent from all parties or after a specified date. For example, it may state that no amendment is valid unless signed by authorized representatives. The core function of this clause is to ensure clarity and mutual agreement regarding modifications, preventing disputes over whether changes are official or enforceable.
EFFECTIVENESS OF THE AMENDMENTS. The Amendments shall become effective as of the date (the “Effective Date”), if at all, at such time as the Required Holders shall have indicated their written consent to the Amendments by executing and delivering the applicable counterparts of this Amendment Agreement. It is understood that any Current Holder may withhold its consent for any reason, and that, without limitation of the foregoing, each Current Holder hereby makes the granting of its consent contingent upon satisfaction of the following conditions:
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EFFECTIVENESS OF THE AMENDMENTS the Consent and the Release. The Amendments, the Consent and the Release contemplated by Section 4.1 shall, in accordance with Section 18.1 of the Existing Note Purchase Agreements, become effective as of the date first written above (the date of such effectiveness is herein referred to as the "Effective Date"), if at all, at such time as the Company and the Current Noteholders shall have indicated their written consent to the Amendments, the Consent and the Release by executing and delivering the applicable counterparts of this Agreement. It is understood that any Current Noteholder may withhold its consent for any reason or for no reason, and that, without limitation of the foregoing, any Current Noteholder hereby makes the granting of its consent contingent upon satisfaction of each of the following conditions: (a) each of the Current Noteholders shall have received true and correct copies of the fully executed HSBC Credit Agreement substantially in the form of Exhibit B hereto; (b) that certain Intercreditor Agreement dated as of the date hereof among HSBC Bank USA, each of the other lenders under the HSBC Credit Agreement and the Current Noteholders and acknowledged and agreed to by the Obligors shall have been fully executed and delivered substantially in the form of Exhibit C hereto; (c) each of the representations and warranties set forth in Section 3 hereof shall be true and correct as of the Effective Date; (d) each of the conditions precedent set forth in Section 6.01 of the HSBC Credit Agreement shall have been fully satisfied; (e) the Company shall have paid the fees and disbursements of special counsel to the Current Noteholders reflected on a statement delivered in connection with the execution and delivery of this Agreement to the Company; and (f) each of the Current Noteholders shall have received any additional information, certification or other item as such Current Noteholder shall have reasonably requested on or before the Effective Date.
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EFFECTIVENESS OF THE AMENDMENTS. F. is replaced in its entirety to provide as follows:
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EFFECTIVENESS OF THE AMENDMENTS. The parties hereby agree to amend the terms of the Indenture as set forth in Exhibit A attached hereto and to adopt the amended and restated indenture reflecting such amendments attached hereto as Exhibit B.
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EFFECTIVENESS OF THE AMENDMENTS. The VLN Agreement will be amended in accordance with paragraph 3 above on and with effect from the date of this letter (the “Effective Date”). The Borrower confirms that, save to the extent expressly contemplated in this letter, its obligations under and in relation to the VLN shall not be discharged, varied or otherwise affected by this letter in any way.
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EFFECTIVENESS OF THE AMENDMENTS. 4.1 The amendments provided for in Clause 3 of this Deed shall take effect on the Effective Date. 4.2 With effect from the Effective Date: (a) the Original Agreement and this Deed shall together be read and construed as one document, and references in the Original Agreement to “this Agreement” shall mean the Original Agreement as novated and amended by this Deed (“Novated and Amended Agreement”); and (b) the rights and obligations of the Original Counterparties and the Transferee shall be governed by the Novated and Amended Agreement. 4.3 Except as expressly amended by this Deed, the provisions of the Original Agreement shall continue in full force and effect in accordance with their terms.
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EFFECTIVENESS OF THE AMENDMENTS. The Amendments shall become effective as of the first date (such date being referred to as the “Amendment No. 10 Effective Date”) when each of the following conditions shall have been satisfied (or waived) in accordance with the terms therein (it being understood that for the avoidance of doubt the Amendment No. 10 Effective Date shall have occurred on February 23, 2018): (a) This Amendment No. 10 shall have been executed and delivered by Holdco, the Borrower, the Subsidiary Loan Parties, the Administrative Agent, the Collateral Agent, each Amendment No. 10 Consenting Revolving Lender, each Amendment No. 7 Required Revolving Lender, the Issuing Bank and the Swingline Lender; (b) The Administrative Agent (or its counsel) shall have received Note(s) executed by the Borrower for each Revolving Lender that requests such Note(s) at least one Business Day prior to the Amendment No. 10 Effective Date. (c) The Administrative Agent shall have received a written opinion (addressed to the Administrative Agent and the Lenders and dated the Amendment No. 10 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. (d) The Administrative Agent shall have received: (i) a copy of each Organizational Document of the Borrower and Holdco, certified as of a recent date by the appropriate governmental official; (ii) signature and incumbency certificates of the officers of each Loan Party executing this Amendment No. 10; (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 No. 10 and the other documents to which such Loan Party is a party as of the Amendment No. 10 Effective Date, certified as of the Amendment No. 10 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. 10 Effective Date. (e) The Administrative Agent shall have received a certificate, dated the Amendment No. 10 Effective Date and signed by a Responsible Officer or the President or Vice Preside...
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Related to EFFECTIVENESS OF THE AMENDMENTS

  • Effectiveness of Amendments The amendments contained in this Amendment shall become effective provided the Agent shall have received at least five (5) counterparts of this Amendment, duly executed by the Company and all of the Lenders, and the Agent shall have received the following, each duly executed or certified: 3.1 This Amendment duly executed by the Borrower. 3.2 A copy of the resolutions of the Board of Directors of the Borrower authorizing the execution, delivery and performance of this Amendment certified as true and accurate by its Secretary or Assistant Secretary, along with a certification by such Secretary or Assistant Secretary (i) certifying that there has been no amendment to the Certificate of Incorporation or Bylaws of the Borrower since true and accurate copies of the same were delivered to the Lender with a certificate of the Secretary of the Borrower dated December 27, 2000, and (ii) identifying each officer of the Borrower authorized to execute this Amendment and any other instrument or agreement executed by the Borrower in connection with this Amendment (collectively, the "Amendment Documents"), and certifying as to specimens of such officer's signature and such officer's incumbency in such offices as such officer holds. 3.3 Certified copies of all documents evidencing any necessary corporate action, consent or governmental or regulatory approval (if any) with respect to this Amendment. 3.4 The Consent and Reaffirmation of Guarantors, in the form attached hereto as Exhibit A, duly executed by each Guarantor. 3.5 The Borrower shall have satisfied such other conditions as specified by the Agent and the Lenders, including payment of all unpaid legal fees and expenses incurred by the Agent through the date of this Amendment in connection with the Credit Agreement and the Amendment Documents.

  • Effectiveness of the Agreement This Agreement shall become effective when both the Company and the Representative have executed the same and delivered counterparts of such signatures to the other party.

  • Effectiveness of Amendment This Amendment shall become effective as of the date hereof (the “Amendment Effective Date”).

  • Conditions to Effectiveness of Amendment This Amendment shall become effective upon the satisfaction (or waiver in writing by each Lender) of each of the following conditions precedent: (a) receipt by the Borrower, the Additional Delayed Draw Borrower, the Guarantors, the Administrative Agent and the Lenders of a counterpart signature of the others to this Amendment duly executed and delivered by each of the Borrower, the Additional Delayed Draw Borrower, the Guarantors, the Administrative Agent and the Lenders; (b) the hiring by Holdings of a Chief Restructuring Officer acceptable to each Lender in its sole and absolute discretion (the “CRO”), reporting directly to the special restructuring committee of the board of directors of Holdings, to (i) oversee all aspects of daily and weekly cash flows, including both receivables and payables management (ii) be granted sole approval rights over all cash disbursements and (iii) develop and ensure compliance with the Weekly Budget; (c) receipt by the Administrative Agent of the Closing Budget in a form acceptable to the Lenders, collectively, in their sole and absolute discretion; (d) receipt by the Administrative Agent of all notices, certificates, and other documentation provided by the Borrower or any of its Affiliates, or any of its or their officers or directors, to Silicon Valley Bank pursuant to the SVB Loan Agreement since April 1, 2017, including any borrowing base certificates, summary accounts receivable and accounts payable agings, and inventory certificates; (e) receipt by the Administrative Agent of a payoff letter from Silicon Valley Bank, in form and substance satisfactory to each Lender in its sole and absolute discretion; (f) receipt by the Administrative Agent of a Secretary’s Certificate, with respect to the Borrower, the Additional Delayed Draw Borrower and the Guarantors, in substantially the form delivered on the Restatement Date, in each case attaching resolutions of each such Person’s Board of Directors (or other managing body, in the case of other than a corporation) then in full force and effect authorizing the execution, delivery and performance of this Amendment and the transactions contemplated hereby; (g) receipt by the Administrative Agent of a copy of a good standing certificate for each of the Borrower, the Additional Delayed Draw Borrower and the Guarantors, dated within 30 days of the date hereof, from the jurisdiction of formation for each such Person; and (h) receipt by the Administration Agent of an opinion of counsel to the Borrower, the Additional Delayed Draw Borrower and the Guarantors, in form and substance reasonably satisfactory to the Lenders in their sole discretion.

  • Effectiveness of Agreement This Agreement shall become effective upon the execution and delivery hereof by the parties hereto.