EFFECTIVENESS OF THIS MODIFICATION Sample Clauses

The 'Effectiveness of This Modification' clause establishes when and under what conditions a modification to an agreement becomes legally binding and enforceable. Typically, this clause specifies that the modification takes effect only after all parties have signed or otherwise formally agreed to the changes, and may outline any additional requirements such as written documentation or approval by certain representatives. Its core practical function is to ensure clarity and prevent disputes by clearly defining the point at which contractual changes are valid and operative.
EFFECTIVENESS OF THIS MODIFICATION. This Modification, and the waivers provided for herein, shall become effective upon the satisfaction, as determined by L▇▇▇▇▇, of the following conditions.
EFFECTIVENESS OF THIS MODIFICATION. This Modification, and the waivers provided for herein, shall become effective upon the satisfaction, as determined by Bank, of the following conditions.
EFFECTIVENESS OF THIS MODIFICATION. The amendment set forth above shall be effective as of July 14, 2003, provided that on or before such date the Borrower shall deliver to the Bank: (i) this Modification, duly executed by the Borrower; (ii) an Amended and Restated Tranche B Promissory Note ("Amended Tranche B Note") in the amount of up to $45,000,000, duly executed by the Borrower; (iii) a Reaffirmation, duly executed by MA 1994 B Shares, L.P., in substantially the form attached to this Modification as Exhibit A; (iv) a certificate of a Responsible Officer of each of the general partners of the Borrower to the effect that the representations and warranties of the Borrower contained in the Credit Agreement are true and correct in all material respects on and as of the effective date of the Modification and no Default or Event of Default shall have occurred and be continuing under the Credit Agreement (as amended hereby); (v) a certificate of a Responsible Officer of the Borrower (i) as to the incumbency, and setting forth a specimen signature, of each of the persons (A) who has signed this Modification and the Amended Tranche B Note on behalf of the Borrower, and (B) who will, until replaced by other persons duly authorized for that purpose, act as the representatives of the Borrower for the purposes of signing documents in connection with this Modification and the transactions contemplated hereby, (ii) confirming that no amendments or modifications of the partnership agreement of the Borrower shall have occurred since delivery of such partnership agreement to the Bank pursuant to Section 3.1(xiv) of the Credit Agreement, and (iii) providing certified copies of all partnership action taken by the Borrower to authorize the execution, delivery and performance of this Modification and the Amended Tranche B Note; and (vi) a duly executed Federal Reserve Form U-1 referred to in Regulation U. Upon receipt of the documents listed in this paragraph 3, duly executed, the Bank shall cancel and return the Amended and Restated Tranche B Promissory Note dated April 30, 2003 executed by Borrower.
EFFECTIVENESS OF THIS MODIFICATION. This Modification shall be effective as of the date first written above (the "Execution Date") upon its execution by each of the parties hereto; PROVIDED that the amendments set forth in Section 2 of this Modification shall be effective as of July 1, 2002. On or prior to the Execution Date, the Pledgor shall deliver to the Bank the following: (a) Certified copies of all partnership action taken by the Pledgor to authorize the execution, delivery and performance of this Modification; (b) A certificate of a Responsible Officer of the general partner of the Pledgor to the effect that the representations and warranties of the Pledgor contained in the Pledge Agreement are true and correct in all material respects on and as of the Execution Date; and (c) An opinion of Paul, Weiss, Rifkind, Wharton & Garrison LLP, special New York counsel ▇▇ ▇he Pledgor, in sub▇▇▇▇▇▇▇lly ▇▇▇ ▇▇▇m as attached hereto as Exhibit A.
EFFECTIVENESS OF THIS MODIFICATION. The amendments set forth above shall be effective as of January 13, 2003.
EFFECTIVENESS OF THIS MODIFICATION. The amendment set forth above shall be effective as of July 18, 2002.

Related to EFFECTIVENESS OF THIS MODIFICATION

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

  • Conditions to Effectiveness of this Amendment The effectiveness of this Amendment is subject to the satisfaction (or waiver in writing by the Administrative Agent (at the direction of the Required Lenders)) of the following conditions precedent (the date on which such conditions are satisfied or waived being referred to herein as the “Amendment Effective Date”): (a) The Merger shall have been consummated substantially concurrently with or prior to the effectiveness of this Amendment, in all material respects in accordance with the terms of the Transaction Agreement, without giving effect to any modifications, amendments, consents or waivers thereto that individually or in the aggregate are materially adverse to the Consenting Lenders or the Administrative Agent without the prior consent of the Required Lenders (which consent shall not be unreasonably withheld, delayed or conditioned); (b) Immediately prior to and after giving effect to the terms, conditions, and provisions of this Amendment, no Default or Event of Default exists; (c) The representations and warranties contained in this Amendment and the other Loan Documents are correct in all material respects (except any representations and warranties that are qualified by materiality, which shall be true and correct in all respects) with the same effect as though made on and as of the Amendment Effective Date, other than any such representations or warranties that, by their terms, refer to an earlier date, such representations and warranties are true and correct as of such earlier date; (d) Each of the following documents shall have been received by the Administrative Agent: (i) This Amendment, duly executed and delivered by each of the Borrowers, the Guarantors, the Consenting Lenders (which together constitute the Required Lenders and, after application of Section 5 above, constitute all of the lenders, under the Existing Credit Agreement) and the Issuing Banks; (ii) Upon request of any Consenting Lender, the Revolving Loan Notes payable by any Borrower to the order of each such Consenting Lender; (iii) Certified copies of (A) the Constituent Documents of each Loan Party, (B) the resolutions of the board of directors (or equivalent governing body) of each Loan Party authorizing the execution, delivery and performance of each of the Loan Documents to which it is a party, (C) all documents evidencing other necessary corporate action and governmental approvals, if any, with respect to the Loan Documents and (D) (where such concept is legally relevant) a long-form good standing certificate (or its equivalent, if any) for each such Loan Party from its jurisdiction of organization or incorporation; (iv) A certificate of the secretary, an assistant secretary or a director (or equivalent officer) of each Loan Party certifying the names and true signatures of the officers of each Loan Party authorized to sign this Amendment, the Loan Guaranty, the Notes, the pledge agreements and the other documents to be delivered hereunder; (v) A favorable opinion of (a) ▇▇▇▇▇▇, ▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP and Ogier (Jersey) LLP, counsel to the Loan Parties, and (b) A&L Goodbody LLP, local counsel to the Administrative Agent, in each case, in form and substance reasonably acceptable to the Administrative Agent and Consenting Lenders and covering such customary matters relating hereto as any Consenting Lender, through the Administrative Agent, may reasonably request; (vi) A certificate of an officer or any authorized person of Arcadium to the effect that (A) the representations and warranties contained in this Amendment and the other Loan Documents are correct (other than any such representations or warranties which, by their terms, refer to a prior date) and (B) no event has occurred and is continuing which constitutes a Default or Event of Default; (vii) That certain Second Amended and Restated Security Agreement, dated as of the date hereof, ▇▇▇▇ executed and delivered by each Loan Party and the Administrative Agent; (viii) A completed Perfection Certificate duly executed and delivered by each Loan Party together with all attachments contemplated thereby; (ix) A pledge agreement governed by Irish law, ▇▇▇▇ executed and delivered by ▇▇▇▇▇▇▇▇, with respect to its shares in IntermediateCo in favor of the Administrative Agent; (x) Solely in respect of IntermediateCo and ▇▇▇▇▇, a certificate certifying that entry into the Loan Documents to which it is or will be a party will not breach sections 82 or 239 of the Irish Companies Act 2014; and (xi) the results of recent customary lien searches, which shall reveal no Liens on any of the assets of any Loan Party except for Liens permitted by Section 6.04(b) of the Amended Credit Agreement; (e) Each document (including any UCC or equivalent filings) required by the Collateral Documents or under law or reasonably requested by the Administrative Agent to be filed, registered or recorded in order to create in favor of the Administrative Agent for the benefit of the Lenders, a perfected Lien on the Collateral described therein (but only to the extent required therein), prior and superior in right to any other Person (other than with respect to Liens expressly permitted by Section 6.04(b) of the Amended Credit Agreement), shall be in proper form for filing, registration or recordation; (f) Confirmation that the Borrowers have paid all fees required to be paid on or before the Amendment Effective Date and all expenses of the Administrative Agent, the Australian Security Trustee and the Consenting Lenders (including the fees and expenses of counsel to the Administrative Agent) for which invoices have been presented at least one (1) Business Day prior to the Amendment Effective Date; (g) Such certificates, documents, agreements and information respecting any Borrowers as any Consenting Lender through the Administrative Agent may reasonably request at least three (3) Business Days prior to the Amendment Effective Date, all documentation and other information relating to the Loan Parties required by bank regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including the Patriot Act and to the extent applicable to any Borrower that constitutes a “legal entity customer” under 31 C.F.R. § 1010.230, a certification regarding beneficial ownership as required by 31 C.F.R. § 1010.230, in each case, as reasonably requested by any of the Administrative Agent and the Consenting Lenders at least ten (10) Business Days prior to the Amendment Effective Date, and a properly completed and signed IRS Form W-9 for each Loan Party; and (h) All material governmental and third-party consents or approvals necessary in connection with this Amendment or material to the continuing operations of the Borrowers and their respective Subsidiaries shall have been obtained and be in full force and effect, and all applicable waiting periods shall have expired without any action being taken or threatened by any governmental authority having appropriate jurisdiction which would restrain or prevent or otherwise impose materially adverse conditions thereon or the financing thereof.