Amendment No. 2 Effective Date. This Amendment shall become effective as of the first date (the “Amendment No. 2 Effective Date”) on which each of the following conditions shall have been satisfied:
Amendment No. 2 Effective Date. The effectiveness of this Amendment shall be subject to the satisfaction (or waiver) of the following conditions precedent (the date of which this Amendment becomes effective, the “Amendment No. 2 Effective Date”):
(a) the Administrative Agent (or its counsel) shall have received a counterpart signature page of this Amendment duly executed by the Borrower, each other Loan Party, the Administrative Agent, the Collateral Agent, the Required Lenders and the Second Amendment Incremental Revolving Facility Lenders (in each case, including by way of facsimile or other electronic transmission);
(b) the Administrative Agent shall have received an executed copy of that certain Xxxxxx Xxx Letter - Amendment No. 2, dated as of the Amendment No. 2 Effective Date (“Second Amendment Fee Letter”), by and among the Borrower, Holdings and the Administrative Agent;
(c) the Administrative Agent (or its counsel) shall have received the executed legal opinions, each in customary form, of (i) Xxxxxxxx & Xxxxx LLP, New York and Delaware counsel to the Loan Parties and (ii) Holland & Xxxx LLP, special Nevada counsel to the Loan Parties, in each case, in form and substance reasonably satisfactory to the Administrative Agent;
(d) The Administrative Agent shall have received a certificate of the Secretary or Assistant Secretary or similar officer of each Loan Party dated the Amendment No. 2 Effective Date and certifying:
(i) that attached thereto is a true and complete copy of the certificate or articles of incorporation, certificate of limited partnership, certificate of formation or other equivalent constituent and governing documents, including all amendments thereto, of such Loan Party, (1) in the case of a corporation, certified as of a recent date by the Secretary of State (or other similar official) of the jurisdiction of its organization, or (2) otherwise certified by the Secretary or Assistant Secretary of such Loan Party or other person duly authorized by the constituent documents of such Loan Party,
(ii) that attached thereto is a certificate of good standing (or equivalent document) from the Secretary of State (or other similar official) of the jurisdiction of its organization,
(iii) that attached thereto is a true and complete copy of the by-laws (or partnership agreement, limited partnership agreement, limited liability company agreement or other equivalent constituent and governing documents) of such Loan Party as in effect on the Amendment No. 2 Effective Date and at...
Amendment No. 2 Effective Date. The Amendment No. 2 Effective Date shall have occurred;
Amendment No. 2 Effective Date. The Amendment No. 2 Effective Date (as defined in Amendment No. 2) shall have occurred. Notwithstanding anything to the contrary, for all purposes hereunder, this Agreement shall be deemed not to be effective, and the Amendment No. 1 Effective Date shall be deemed not to have occurred, if the SPAC Transaction has not been consummated on or prior to December 31, 2021 (the “deSPAC Outside Date”); provided, that, for the avoidance of doubt, if the SPAC Transaction has not been consummated on or prior to the deSPAC Outside Date such that this Agreement is deemed not to be effective, then the Master Lease Agreement shall continue in full force and effect, without the amendments contained herein.
Amendment No. 2 Effective Date. The obligations of each Lender with an Initial Term Loan Commitment to make Initial Term Loans to the Borrower on the Amendment No. 2 Effective Date are subject to the satisfaction (or waiver in accordance with Section 9.08) of the conditions set forth in Section 7 of Amendment No. 2.
Amendment No. 2 Effective Date. This Amendment No. 2 shall become effective as of the date on which each of the following conditions has been satisfied, as determined by Administrative Agent in its sole discretion:
(a) this Amendment No. 2 shall have been duly executed by each party hereto;
(b) the Administrative Agent shall have received a copy of Amendment No. 2 to Term Loan Credit Agreement, duly executed by the Term Loan Agent, the requisite lenders parties thereto, Borrowers and Guarantors; and
(c) the Administrative Agent shall have received a copy of the Second Amendment to the Term Loan Intercreditor Agreement, duly executed by Administrative Agent, Term Loan Agent, Borrowers and Guarantors.
Amendment No. 2 Effective Date. This Amendment No. 2 shall become effective as of the date on which each of the following conditions has been satisfied, as determined by Administrative Agent in its sole discretion (the “Amendment No. 2 Effective Date”):
(i) this Amendment No. 2 shall have been duly executed by each party hereto;
(ii) the Administrative Agent and the Documentation Agent shall have received a copy of an amendment to the ABL Loan Agreement, duly executed by the ABL Agent, requisite ABL Lenders, Borrowers and Guarantors;
(iii) the Administrative Agent and the Documentation Agent shall have received a copy of an amendment to the Intercreditor Agreement, duly executed by the ABL Agent, Administrative Agent, Borrowers and Guarantors;
(iv) no Event of Default exists or has occurred and is continuing; and
(v) Borrowers shall have delivered to Administrative Agent and the Documentation Agent such other documents, information, certificates, records, and filings as the each may reasonably request.
Amendment No. 2 Effective Date. (a) This Amendment (including the Facilities Adjustments and the Credit Agreement) will become effective on the first date (the “Amendment No. 2 Effective Date”) on which the following conditions precedent are satisfied:
(i) the Administrative Agent and the Lenders shall have received, in form and substance reasonably satisfactory to them, each of the following:
(A) counterparts of this Amendment duly executed by (1) each Loan Party, (2) the Administrative Agent, (3) each Lender (after giving effect to the Facilities Adjustments), (4) the Swing Line Lender, (5) each L/C Issuer and (6) for the limited purposes provided herein with respect thereto, each Departing Lender;
(1) the documentation and other information with respect to each Loan Party that is required by regulatory authorities under applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the Act, or by a Lender’s internal policies and (2) if any Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, a Beneficial Ownership Certification in relation to such Borrower;
(C) one or more certificates of a Responsible Officer of each Loan Party, each in form and substance reasonably satisfactory to the Administrative Agent and together with all attachments identified below, certifying in his/her capacity as such, as of the Amendment No. 2
Amendment No. 2 Effective Date. This Amendment shall become effective as of the first date (the “Amendment No. 2 Effective Date”) on which each of the following conditions shall have been satisfied:
(a) Execution and Delivery of this Amendment. The Administrative Agent shall have received a counterpart signature page of this Amendment duly executed by the Parent Borrower, each of the Issuing Lenders and the Administrative Agent.
Amendment No. 2 Effective Date. This Amendment shall be and become effective as of December 10, 2004 (the “Amendment No. 2 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 “Amendment No. 2.”
