Post-Amendment No. 2 Effective Date Matters Clause Samples

Post-Amendment No. 2 Effective Date Matters. Notwithstanding the delivery requirements set forth in the Loan Documents, the parties hereto hereby agree to the following timing requirements in respect of the following deliveries: (a) Borrower shall cause to be delivered to the Administrative Agent foreign qualification certificates (or equivalent certificates) for Duplainville Transport, Inc., QG Printing II LLC, the Borrower, Quad/Graphics Printing LLC, Quad Logistics Services, LLC and Quad/Med, LLC, in each case, in such jurisdictions as the Administrative Agent may reasonably require on or prior to the date thirty (30) days after the Amendment No. 2 Effective Date (as such period may be extended by the Administrative Agent in its sole discretion); (b) Borrower shall cause to be delivered to the Administrative Agent an updated supplement to Exhibit B to the Security Agreement which shall set forth all equipment covered by certificates of title, intellectual property required to be set forth in such Exhibit B pursuant to the Security Agreement (as modified by the Reaffirmation Table of Contents Agreement) on or prior to the date thirty (30) days after the Amendment No. 2 Effective Date (as such period may be extended by the Administrative Agent in its sole discretion); (c) Borrower shall cause to be delivered to the Administrative Agent duly executed original share certificates representing the Applicable Pledge Percentage of the following Subsidiaries: (i) COPAC, Inc., (ii) Quebecor World Buenos Aires S.A., and (iii) Quad/Graphics Colombia S.A.S., along with stock transfer forms in form and substance reasonably satisfactory to the Administrative Agent duly executed in blank by the appropriate Loan Party, in each case, on or prior to the date thirty (30) days after the Amendment No. 2 Effective Date (as such period may be extended by the Administrative Agent in its sole discretion); and (d) Borrower shall cause to be delivered to the Administrative Agent duly executed amendments to the Mortgages covering the real properties with the street addresses of (i) ▇▇▇ ▇ ▇▇▇▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ (11000 W. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ & ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇), (▇▇) ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇, ▇▇, (iii) ▇▇▇▇ ▇ ▇▇▇▇▇▇ ▇▇▇, EFFINGHAM, IL, (iv) ▇▇▇ ▇▇▇▇▇ ▇▇, MARTINSBURG, WV, (v) N63 W22777 HIGHWAY 74 (also referred to as ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇), ▇▇▇▇▇▇, ▇▇, and (vi) ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, in each case in the form previously delivered to the Administrative Agent on or prior to Amendment No. 2...
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Related to Post-Amendment No. 2 Effective Date Matters

  • Amendment and Restatement; No Novation (a) This Agreement constitutes an amendment and restatement of the Existing Credit Agreement effective from and after the Restatement Effective Date. The execution and delivery of this Agreement shall not constitute a novation of any Indebtedness or other Obligations owing to the Lenders or the Administrative Agent under the Existing Credit Agreement based on facts or events occurring or existing prior to the execution and delivery of this Agreement. On the Restatement Effective Date, the credit facilities described in the Existing Credit Agreement shall be amended, supplemented, modified and restated in their entirety by the facilities described herein, all loans and other obligations of the Borrower outstanding as of such date under the Existing Credit Agreement shall be deemed to be Loans and Obligations outstanding under the corresponding facilities described herein, without any further action by any Person, and participations in Letters of Credit and Swing Line Loans shall be deemed to be reallocated as are necessary in order that the outstanding balance of such participations, together with any Loans funded on the Restatement Effective Date, reflect the respective Commitments of the Lenders hereunder. (b) In connection with the foregoing, by signing this Agreement, each Loan Party hereby confirms that notwithstanding the effectiveness of this Agreement and the transactions contemplated hereby (i) the Obligations of such Loan Party under this Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created herein and in the Collateral Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor with respect to all of the Guaranteed Obligations, (iii) each Loan Document to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects and shall remain in full force and effect according to its terms and (iv) such Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations.

  • Supplements and Amendments; Whole Agreement This Warrant may be amended or supplemented only by an instrument in writing signed by the parties hereto. This Warrant contains the full understanding of the parties hereto with respect to the subject matter hereof and thereof and there are no representations, warranties, agreements or understandings other than expressly contained herein and therein.

  • Effective Date of Agreement The provisions of the agreement will come into full force and effect on the date of ratification, unless specified otherwise.

  • Term of Agreement; Amendment; Assignment A. This Agreement shall become effective with respect to each Fund listed on Exhibit A hereof as of the date hereof and, with respect to each Fund not in existence on that date, on the date an amendment to Exhibit A to this Agreement relating to that Fund is executed. Unless sooner terminated as provided herein, this Agreement shall continue in effect for two years from the date hereof. Thereafter, if not terminated, this Agreement shall continue in effect automatically as to each Fund for successive one-year periods, provided such continuance is specifically approved at least annually by: (i) the Trust’s Board, or (ii) the vote of a “majority of the outstanding voting securities” of a Fund, and provided that in either event, the continuance is also approved by a majority of the Trust’s Board who are not “interested persons” of any party to this Agreement, by a vote cast in person at a meeting called for the purpose of voting on such approval. B. Notwithstanding the foregoing, this Agreement may be terminated, without the payment of any penalty, with respect to a particular Fund: (i) through a failure to renew this Agreement at the end of a term, (ii) upon mutual consent of the parties, or (iii) upon not less than 60 days’ written notice, by either the Trust upon the vote of a majority of the members of its Board who are not “interested persons” of the Trust and have no direct or indirect financial interest in the operation of this Agreement, or by vote of a “majority of the outstanding voting securities” of a Fund, or by the Distributor. The terms of this Agreement shall not be waived, altered, modified, amended or supplemented in any manner whatsoever except by a written instrument signed by the Distributor and the Trust. If required under the 1940 Act, any such amendment must be approved by the Trust’s Board, including a majority of the Trust’s Board who are not “interested persons” of any party to this Agreement, by a vote cast in person at a meeting for the purpose of voting on such amendment. In the event that such amendment affects the Advisor, the written instrument shall also be signed by the Advisor. This Agreement will automatically terminate in the event of its “assignment.” C. As used in this Section, the terms “majority of the outstanding voting securities,” “interested person,” and “assignment” shall have the same meaning as such terms have in the 1940 Act. D. Sections 7 and 8 shall survive termination of this Agreement.

  • Amendment, Etc Upon request of the Pass Through Trustee and approval by an Action of Investors, the Escrow Agent and Paying Agent shall enter into an amendment to this Agreement, so long as such amendment does not adversely affect the rights or obligations of the Escrow Agent or the Paying Agent, provided that upon request of the Pass Through Trustee and without any consent of the Investors, the Escrow Agent and Paying Agent shall enter into an amendment to this Agreement for any of the following purposes: (1) to correct or supplement any provision in this Agreement which may be defective or inconsistent with any other provision herein or to cure any ambiguity or correct any mistake or to modify any other provision with respect to matters or questions arising under this Agreement, provided that any such action shall not materially adversely affect the interests of the Investors; or (2) to comply with any requirement of the SEC, applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed or any regulatory body; or (3) to evidence and provide for the acceptance of appointment under this Agreement of a successor Escrow Agent, successor Paying Agent or successor Pass Through Trustee.