On the Effective Date Sample Clauses
The "On the Effective Date" clause establishes the specific point in time when the rights, obligations, and terms of an agreement become legally binding on the parties involved. Typically, this clause clarifies that all provisions of the contract take effect from the date specified as the "Effective Date," regardless of when the contract is actually signed. This ensures that both parties have a clear understanding of when their responsibilities commence, preventing disputes about the timing of contractual obligations and providing certainty regarding the enforceability of the agreement.
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On the Effective Date. (a) This Agreement replaces and constitutes an amendment and restatement of the Original Placement Agreement;
(b) A notice regarding the de-registration of the Notes from the TACT shall be filed with the Tel Aviv Stock Exchange together with all other filings, procedures and actions which are required in connection thereby for the purpose of de-registering the Notes from the TACT;
(c) The Trust Deed shall be amended and restated in the form attached hereto as Exhibit 1 (the “Amended and Restated Trust Deed”);
(d) The Original Conditions shall be amended and restated, in accordance with the form attached hereto as Exhibit 2 (the “Amended and Restated Conditions”);
(e) SPV shall issue certificates representing the Notes evidencing the obligations and liabilities to be assumed under the New Issue Documents in connection with the Assumption, in the forms attached hereto as Exhibit 3, such certificates representing in the aggregate NIS 1,166,100,000 (One Billion One Hundred and Sixty Six Million and One Hundred Thousand New Israeli Shekels) Fixed Rate Secured Bullet Notes due on the seventh anniversary of the Effective Date (the “Amended and Restated Certificate”);
(f) All obligations under the Original Issue Documents, as amended and restated by the New Issue Documents, will be assumed by the SPV, except for the Pre Closing Liabilities; For the avoidance of doubt, no funds shall be transferred from the Noteholders to the SPV as consideration for the Assumption; and
(g) All Original Issue Documents will be amended and restated in the manner set out herein.
On the Effective Date. Section 1.1 of the Credit Agreement is further amended by deleting the definition of "Level" from such Section in its entirety and replacing it as follows:
On the Effective Date. Section 1.1 of the Credit Agreement is further amended by deleting the definition of "Revolving Commitment Amount" in its entirety and replacing it as follows: Revolving Commitment Amount means $23,000,000, as such amount may be reduced from time to time pursuant to Section 6.1 of this Agreement.
On the Effective Date. (a) The Amalgamating Corporations are amalgamated and continue as Amalco under the terms and conditions prescribed in this Agreement;
(b) All liabilities and amounts receivable owed by each Amalgamating Corporation to each other, and any related security, will be cancelled;
(c) Subject to Subsection 1.3(b), Amalco will possess all the property, rights, assets, privileges and franchises and will be subject to all of the contracts, liabilities, debts and obligations of each of the Amalgamating Corporations;
(d) Subject to Subsection 1.3(b), all rights of creditors against the properties, rights, assets, privileges and franchises of each Amalgamating Corporation and all liens upon their respective properties, rights, assets, privileges and franchises, will be unimpaired by the Amalgamation and all debts, contracts, liabilities and duties of each Amalgamating Corporation will, from and after the date upon which the Amalgamation becomes effective, attach to Amalco and may be enforced against it; and
(e) No action or proceeding by or against any of the Amalgamating Corporations will ▇▇▇▇▇ or be affected by the Amalgamation, and any conviction against, or ruling under, a judgment in favour of or against, an Amalgamating Corporation may be enforced by or against Amalco.
On the Effective Date. (a) the Founder Scheme Shares will be cancelled in consideration for the Founder Scheme Shares Cancellation Consideration; (b) the RSU Trustee Scheme Shares will be cancelled for nil consideration; and (c) the Scheme Shares held by Offeror Concert Parties and Disinterested Shareholders (other than the Founder Group and the RSU Trustee) will be cancelled in consideration for the Cancellation Price per Scheme Share.
On the Effective Date. Section 1.1 of the Credit Agreement is further amended by deleting the definition of "Revolving Commitment Amount" in its entirety and replacing it as follows:
On the Effective Date. As provided further in this Agreement, ▇▇▇▇▇▇ will provide consulting services to the Company after the Effective Date.
On the Effective Date. Consultant shall retire from the ----------- Company. Notwithstanding that retirement, the Company hereby agrees to engage Consultant, and Consultant hereby accepts such engagement and agrees to perform Consultant's duties and responsibilities, in accordance with the terms, conditions and provisions hereinafter set forth. In consideration for the terms set forth in this Agreement, Consultant hereby waives any further participation in the Plan which shall no longer apply to him on or after the Effective Date provided, however, that the provisions of Section 4.4 of the Plan shall continue to apply to Consultant should any of the actions, payments or benefits under this Agreement require the additional payments called for by that Section; and, provided, further, that any interest and penalties imposed upon Consultant related to an event under that Section shall be covered by the Company as well on a net after-tax basis to Consultant assuming he is in the highest marginal tax bracket for Federal, state and local income and employment taxes.
On the Effective Date. Section 1.1 of the Credit Agreement is further amended by deleting the definition of "Fixed Charges" from such Section in its entirety and replacing it as follows:
On the Effective Date. All oil and gas and other minerals produced on and after the Effective Date and attributable to the Interests shall be the property of Purchaser. All capital costs, lease rentals, shut-in royalties, overhead or other sums, including without limitation all royalty and overriding royalty and production, severance, windfall profit and excise taxes attributable to the Interests and all direct, out-of-pocket operating expenses and overhead attributable to the Interests and accruing prior to the Effective Date will be the obligation of Seller. All capital costs, lease rentals, shut-in royalties, overhead or other sums, including without limitation all royalty and overriding royalty and production, severance, windfall profit and excise taxes attributable to the Interests and accruing after the Effective Date will be the obligation of Purchaser. At the Closing, the Purchase Price shall be adjusted to reflect income and expenses attributable to the Interests and allocated to the Purchaser or the Seller in accordance with the provisions of this Section 5, and the Purchase Price will further be adjusted to reflect the mutually approved value of any gas imbalances attributable to the Interests which are in existence as of the Effective Date. Within ninety (90) days after the Closing, Seller and Purchaser shall in good faith agree upon the final post-closing settlement statement to reflect operation of the Interests subsequent to the Effective Date. All adjustments under this Section 5 shall be made in accordance with the applicable agreements and in the absence thereof in accordance with standard accounting practices reasonable and customary within the oil and gas industry.