Condition of Effectiveness. This Amendment shall be deemed to have become effective as of the date hereof, but such effectiveness shall be subject to the condition precedent that the Administrative Agent shall have received executed counterparts of this Amendment duly executed and delivered by each Borrower, the Administrative Agent and the Required Lenders.
Condition of Effectiveness. This Amendment shall become effective when, and only when, the following conditions shall have been fulfilled:
(a) the Senior Noteholders and the Subordinate Noteholder shall have executed a counterpart of this Amendment;
(b) the Amended Note Agreement shall have become effective; and
(c) the Amended Guaranty Agreement shall have become effective.
Condition of Effectiveness. The closing of the acquisition by FPC of the UNG transaction on or before September 30, 2003 shall be a condition precedent to the effectiveness and enforceability of this Agreement.
Condition of Effectiveness. This Amendment shall become effective upon receipt by Agent of four (4) copies of this Amendment executed by Borrower, Verrazano, Agent and Lenders.
Condition of Effectiveness. This Amendment shall become effective and be deemed effective as of the date hereof, if, and only if, the Agent shall have received executed copies of this Amendment from the Company and the Lenders.
Condition of Effectiveness. The occurrence of the Closing on or before the Deadline Date and the execution and delivery by Executive of the Release attached hereto as Exhibit F-1 shall be a condition precedent for the effectiveness and enforceability of this Agreement.
Condition of Effectiveness. The effectiveness of this Amendment is subject to the receipt by the Administrative Agent of the following: counterparts of this Amendment duly executed by the Borrower, the Required Lenders and the Administrative Agent; counterparts of the Reaffirmation attached hereto duly executed by each Subsidiary Guarantor; for the account of each Lender that delivers a duly executed signature page to this Amendment, a fee by wire transfer of immediately available funds in the amount of 7.5 basis points on the sum of (i) such Lender's Revolving Loan Commitment and (ii) the aggregate outstanding principal amount of such Lender's Term Loans; a copy of the Resolution, certified to the Administrative Agent and the Lenders by the Senior Vice President and General Counsel of the Borrower; all out-of-pocket expenses incurred by the Administrative Agent invoiced by February 27, 2003 in connection with the Credit Agreement, this Amendment, any other Loan Document or the transactions contemplated by any of the foregoing (including, without limitation, the reasonable fees and disbursements of Sidley Xxxxxx Xxxxx &Wood and Xxxxxxxx Chance US LLP), shall have been paid by the Borrower; and all legal matters incident to this Amendment and the effects hereof or any of the Loan Documents shall be reasonably satisfactory to the Administrative Agent and its counsel. The effectiveness of Section 3(a) of this Amendment with respect to each Proposed Asset Sale (including, without limitation, the Beverly Hills, California Asset Sale, but excluding the 00xx Xxxxxx Asset Sale) is further subject to the receipt by the Administrative Agent of a certificate, duly executed by Fluxman, dated as of the date of such Proposed Asset Sale and otherwise in form and substance satisfactory to the Administrative Agent, certifying that, in Fluxman's good faith determination, the consideration received under such Proposed Asset Sale constitutes not less than fair market value for the assets transferred by the Borrower and its Subsidiaries in connection therewith.
Condition of Effectiveness. The obligation of the Bank to enter into this Amendment to the Loan Agreement and to make or provide any financial accommodation to the Debtors pursuant to the terms of this Amendment is subject to the condition precedent that the Bank shall have received each of the following documents, in form and substance satisfactory to the Bank and its counsel, and each of the following requirements shall have been fulfilled:
1. This Amendment. The Debtors and the Bank shall each have executed and delivered this Amendment.
Condition of Effectiveness. This Amendment shall become effective as of the date first above written upon receipt by the Secured Party of counterparts of this Amendment duly executed by all of the parties hereto.
Condition of Effectiveness. This Amendment shall become effective as of the date hereof upon the receipt by the Program Agent of (a) this Amendment duly executed by all of the parties hereto, (b) the Fee Letter dated the date hereof duly executed by the Borrower and the Managing Agent, and (c) the Upfront Fee (as such term is defined in the Fee Letter).
