Condition to Effectiveness of Amendment. The modification of the Credit Agreement contained in Section 2 of this Amendment shall be conditioned upon, and shall not be effective until, the following condition precedent shall have been satisfied as determined by Agent: As of the date hereof, all representations and warranties of Borrower and Guarantors contained in the Credit Agreement, this Amendment and the other Credit Documents shall be correct and complete in all material respects, and no Default or Event of Default shall have occurred and be continuing.
Condition to Effectiveness of Amendment. This Amendment shall become effective upon the due execution of this Amendment by all parties hereto.
Condition to Effectiveness of Amendment. This Amendment shall become effective upon (a) the due execution and delivery of this Amendment by each of the Lenders and the Borrower, and (b) the payment of all expenses of the Lenders incurred in connection with the negotiation, preparation, execution and delivery of this Amendment and the transactions contemplated hereby, which have been invoiced to the Borrower prior to the date hereof.
Condition to Effectiveness of Amendment. This Amendment shall become effective (such date, the “Effective Date”) upon the satisfaction of the following conditions precedent:
(a) the Administrative Agent shall have received a counterpart of this Amendment, executed and delivered by a duly authorized officer of Holdings, the Borrower, the Administrative Agent, the Required Lenders and each Revolving Lender; and
(b) the Specified Acquisition shall have occurred on or prior to December 31, 2016.
Condition to Effectiveness of Amendment. This Amendment will become effective only upon the execution and delivery of the MTN Amendment. This Amendment shall be dated as of the date of the MTN Amendment.
Condition to Effectiveness of Amendment. This Amendment shall become effective upon:
(a) the due execution and delivery of this Amendment by each of the Lenders and the Borrower,
(b) the payment for the benefit of the Lenders (on a pro rata basis) of a one-time amendment fee in an amount equal to $600,000 (1.00% of the outstanding principal amount of the Loans as of the date of this Amendment), which fee shall be payable in kind by increasing the principal amount of the Tranche Two Loans such that the aggregate outstanding principal amount of the Tranche Two Loans is equal to $20,600,000 immediately after giving effect to this Amendment, and
(c) the payment of all expenses of the Lenders incurred in connection with the negotiation, preparation, execution and delivery of this Amendment and the transactions contemplated hereby, which have been invoiced to the Borrower prior to the date hereof.
Condition to Effectiveness of Amendment. This Amendment shall become effective (such date, the “Effective Date”) upon the satisfaction of the following conditions precedent:
(a) the Administrative Agent shall have received a counterpart of this Amendment, executed and delivered by a duly authorized officer of the Borrower, the Guarantor, the Administrative Agent and each Lender;
(b) the Administrative Agent shall have received the results of a recent lien search in each of the jurisdictions and offices in the United States where liens on material assets of the Borrower are required to be filed or recorded;
(c) the Administrative Agent shall have received (i) a certificate of each Loan Party, dated the Effective Date, substantially in the form of Exhibit C to the Credit Agreement, with appropriate insertions and attachments, including the certificate of incorporation of each Loan Party that is a corporation certified by the relevant authority of the jurisdiction of organization of such Loan Party, and (ii) a long form good standing certificate for each Loan Party from its jurisdiction of organization;
(d) The Administrative Agent shall have received the following executed legal opinions:
(i) the legal opinion of Xxxxxx & Xxxxxx Xxxx Xxxxxxx LLP, counsel to the Borrower and its Subsidiaries, in form and substance reasonably acceptable to the Administrative Agent; and
(ii) the legal opinion of Angélique X.X. XxXxxxx, general counsel of the Guarantor, in form and substance reasonably acceptable to the Administrative Agent;
(e) Immediately prior to and after giving effect to this Amendment (i) no Default or Event of Default shall have occurred and be continuing and (ii) each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects on and as of such date as if made on and as of such date (except that any representations and warranties which expressly relate to an earlier date shall be true and correct in all material respects as of such earlier date);
(f) The Administrative Agent shall have received a certificate signed by a duly authorized officer of the Borrower certifying that the conditions specified in clause (e) of this Section 3 have been satisfied as of the Effective Date; and
(g) the Lenders and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the ...
Condition to Effectiveness of Amendment. This Amendment shall be effective upon execution and delivery by each party hereto, provided that the amendments set forth in Section 2 hereto shall each be effective only at such time as the Company amends the Exchange Offer pursuant to the Exchange Offer Amendment in the form of Exhibit A attached hereto.
Condition to Effectiveness of Amendment. This ---------------------------------------- Amendment shall become effective as of October 22, 2003 (the "Effective ---------- Date"), upon the satisfaction of the condition precedent that: -------
Condition to Effectiveness of Amendment. The continued effectiveness of this Fourth Amendment is conditioned on the satisfaction of the condition described in Section 3.1(a) (the “Letter of Credit Condition”) within the time period set forth in Section 3.1(b) below, which condition is for the exclusive benefit of Landlord and may be waived by Landlord, in its sole discretion:
