Fifth Amendment Effective Date Clause Samples
Fifth Amendment Effective Date. It is the intent of the parties hereto that this conversion of the Tranche A Term Loans and continuation of the Tranche A Term Loans as Tranche C Term Loans not constitute a novation of the obligations and liabilities of the parties under the Credit Agreement or be deemed to be evidence or constitute repayment of all or any portion of such obligations and liabilities. On the Fifth Amendment Effective Date, concurrently with the conversion referred to in this Section 2.01, the Tranche C Lender, without executing an Assignment and Acceptance Agreement, shall be deemed to have automatically purchased assignments from each Tranche A Lender of all such Tranche A Lenders' rights and obligations under this Agreement (including all outstanding Tranche A Term Loans of such Tranche A Lenders) and the other Loan Documents with respect to the Tranche A Loans (collectively, except as set forth below, the "ASSIGNED RIGHTS AND OBLIGATIONS"), and each Tranche A Lender shall be deemed to have automatically assigned and sold such Tranche A Loans to the Tranche C Lender. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the purchased Tranche A Term Loans plus accrued and unpaid interest thereon and shall be without recourse, representation or warranty, except that each Tranche A Lender shall be deemed to represent and warrant to the Tranche C Lender that the Assigned Rights and Obligations of such Tranche A Lender are not subject to any Liens created by that Lender. Upon such deemed assignment, the Tranche A Lenders, in such capacity as Tranche A Lenders, shall no longer be deemed to be parties to this Agreement. On the Fifth Amendment Effective Date, Administrative Agent shall distribute the amounts funded in accordance with Section 2.01(d) to the Tranche A Lenders entitled to receive payments, pro rata in proportion to the amount each such Lender is entitled to receive."
Fifth Amendment Effective Date. This Amendment shall be and become effective as of the Fifth Amendment Effective Date when all of the conditions set forth in this Part III shall have been satisfied, and thereafter this Amendment shall be known, and may be referred to, as the "Amendment".
Fifth Amendment Effective Date. This Amendment shall become effective as of the date first above written when and only when Administrative Agent shall have received this Amendment, executed by the Borrower, Lenders comprising Required Lenders, the Administrative Agent, Issuing Bank, and Swingline Lender and the Consent and Agreement attached to this Amendment executed by the Guarantors.
Fifth Amendment Effective Date. This Amendment shall become effective as of the first date (the “Fifth Amendment Effective Date”) on which each of the following conditions shall have been satisfied (or waived by the Required Lenders and the Administrative Agent):
(a) The Administrative Agent shall have received a counterpart signature page of this Amendment duly executed by each Obligor, the Administrative Agent and the Lenders constituting the Required Lenders.
(b) On and as of the Fifth Amendment Effective Date the representations and warranties of the Obligors set forth in SECTION 4 hereof shall be true and correct.
Fifth Amendment Effective Date. All of the conditions precedent set forth in this Section 3 shall be satisfied on or before September 7, 2005.
Fifth Amendment Effective Date. On the Fifth Amendment Effective Date, the Borrower shall pay accrued but unpaid interest on the Term Loans up to the Fifth Amendment Effective Date in accordance with the terms of the First Lien Credit Agreement and each Consenting Lender agrees to waive any claim for compensation such Consenting Lender may otherwise be entitled to, pursuant to Section 3.05 of the First Lien Credit Agreement, for the prepayment of the Eurocurrency Rate Loan outstanding on the Fifth Amendment Effective Date.
Fifth Amendment Effective Date. A definition of the term “Fifth Amendment Effective Date” is hereby inserted in appropriate alphabetical order, to read in its entirety as follows:
Fifth Amendment Effective Date. Section 1.01 Definitions is hereby amended by inserting the following definition thereto in proper alphabetical order as follows:
Fifth Amendment Effective Date. August 30, 2012.
Fifth Amendment Effective Date. A new definition of “Fifth Amendment Effective Date” is added in correct alphabetical order to Section 1.01 of the Credit Agreement to read as follows: