Conditions for Effectiveness. This Contract comes into effect after it is signed, or affixed with common seal, by Party A's legal representative (responsible officer) or authorized agent, and signed, or affixed with common seal, by Party B's responsible officer or authorized agent.
Conditions for Effectiveness. [Pursuant to Regulation S-K, Item 601(a)(5), this Schedule setting forth the Conditions for Effectiveness has not been filed. The Registrant agrees to furnish supplementally a copy of any omitted schedules to the Securities and Exchange Commission upon request; provided, however, that the Registrant may request confidential treatment of omitted items.]
Conditions for Effectiveness. 4.1 Precondition for Party B to perform its obligations The precondition for Party B to pay equity transfer price is as follows: completion of the amendment to the Articles of Association according to this Agreement.
Conditions for Effectiveness. The effectiveness of each Supplemental Confirmation and the related Transaction on the Effective Date for such Transaction shall be subject to (i) the condition that the representations and warranties of Counterparty contained in the Underwriting Agreement and any certificate delivered pursuant thereto by Counterparty or any subsidiary of Counterparty are true and correct on the Effective Date as if made as of the Effective Date, (ii) the condition that Counterparty has performed all of the obligations required to be performed by it under the Underwriting Agreement on or prior to the Effective Date, (iii) the satisfaction of all of the conditions set forth in Section 3 and Section 6 of the Underwriting Agreement, (iv) the condition that the Underwriting Agreement shall not have been terminated pursuant to Section 10 thereof and (v) the condition that neither of the following has occurred (A) in Dealer’s commercially reasonable judgment, Dealer (or its affiliate) is unable through commercially reasonable efforts to borrow and deliver for sale a number of Shares equal to the Number of Shares, or (B) in Dealer’s commercially reasonable judgment, either it would be impractical for Dealer to borrow and deliver such number of Shares equal to the Number of Shares or Dealer (or its affiliate) would incur a Stock Loan Fee of more than a rate equal to 200 basis points per annum to do so (in each such event such Supplemental Confirmation shall be effective but the Number of Shares for such Transaction shall be the number of Shares Dealer (or an affiliate thereof) is able to borrow in connection with establishing its commercially reasonable hedge position at or below such cost. Counterparty’s obligations hereunder shall be subject to the condition precedent that Dealer and each affiliate of Dealer that is an Underwriter (as such term is defined in the Underwriting Agreement) shall have performed, on or prior to the Effective Date, all of the obligations required to be performed by it prior to the Effective Date under the Underwriting Agreement.
Conditions for Effectiveness. The respective obligations hereunder of Georgia Power to sell capacity and energy to Oglethorpe Power, and of Oglethorpe Power to purchase capacity and energy from Georgia Power, are conditioned upon:
(1) The receipt by Georgia Power of acceptance by the FERC of this Agreement, without modification, as a service agreement pursuant to the Tariff.
(2) The receipt by Georgia Power of acceptance by the FERC of termination of the BPSA, without modification, effective with the commencement of service pursuant to this Agreement.
(3) If a Governmental Authority other than FERC properly asserts jurisdiction regarding approval of this Agreement, the receipt of any required approvals of this Agreement, without modification by such Governmental Authority.
(4) For the LT Resources, the receipt by Oglethorpe Power of approval by at least seventy-five percent (75%) of its board of directors and approval by at least seventy-five percent (75%) of its EMCs of this Agreement. Georgia Power and Oglethorpe Power shall cooperate with each other, as the other may reasonably request, in connection with the procurement of such acceptance from the FERC and any required approvals of any Governmental Authorities.
Conditions for Effectiveness. This Agreement shall become effective, and the obligation of each Lender to advance any initial Revolving Loans, shall only take effect, on the date (the “Effective Date”) on which each of the following conditions has been satisfied (or waived in accordance with Section 9.11):
(a) The Lender shall have received counterparts of this Agreement duly executed (including by facsimile or other electronic means) by all parties to this Agreement.
(b) The Lender shall have received evidence that, substantially concurrently with the Effective Date, the TP LLC IPO shall occur.
(c) Each of the representations and warranties of the Loan Parties set forth herein and in the other Credit Documents shall be true and correct in all material respects as of the Effective Date, except to the extent that any such representation or warranty relates solely to an earlier date, in which case it shall have been true and correct in all material respects as of such earlier date.
(d) No Default or Event of Default shall have occurred and be continuing.
(e) Payment of all fees and all expenses incurred through the Effective Date then due and owing to the Lenders pursuant to this Agreement, and as otherwise agreed in writing by the Borrower.
(f) Each Lender that is organized under the laws of any jurisdiction other than the United States of America or any State thereof shall have delivered to the Borrower any applicable forms as described in Section 3.3(f) or clause (i) of Section 9.10(e).
Conditions for Effectiveness. For avoidance of doubt, and notwithstanding anything stated herein, any Sublicense Agreement issued by Licensee hereunder which does not comply with this Agreement shall be null and void, and shall constitute cause for immediate termination of this Agreement under Section 10 hereof. Licensee agrees and acknowledges that the terms and conditions of this Agreement are reasonably necessary to ensure compliance with applicable Government requirements.
Conditions for Effectiveness. A. As a condition precedent to this Agreement becoming effective, Bank must have received all of the following in form and substance satisfactory to Bank:
1. Corporate resolutions with certificate of incumbency evidencing the authority of the officer(s) executing this agreement and the Security Agreement on behalf of Company.
2. A fee of $35,000; and
3. This Agreement and the Security Agreement duly executed and delivered by Company, together with any account opening documents and deposits in such account required in connection herewith and therewith.
B. As a condition precedent to the issuance of Tranche B Letters of Credit hereunder:
1. Each representation and warranty set forth in Section VII below must be true and correct (and the request for the letter of credit shall be deemed a further representation that they are true and correct).
2. No Event of Default or event which would, with due notice or lapse oftime or both, constitute an Event of Default shall have occurred.
3. The wording and beneficiary of the letter of credit shall be satisfactory to Bank.
4. Bank shall have received a duly executed and completed standby letter of credit application on Bank's standard form.
Conditions for Effectiveness. This Tenth Amendment shall be effective upon its execution and delivery by the Company and the Bank and the receipt by the Bank of:
(a) Project Financing Note No. 5, duly executed by the Company;
(b) The satisfaction of all conditions in the Loan Authorization Agreement between the Bank and the Ex-Im Bank relating to Project Loan No. 5;
(c) the $38,750 facility fee, and
(d) such other documents as the Bank may reasonably request relating to this Tenth Amendment.
Conditions for Effectiveness. The Debtors shall have the right and option, in their sole discretion, to terminate this Settlement Agreement when the Opt-Out Percentage exceeds three percent (3%) of the total members of the putative Settlement Class. The Debtors must elect to terminate this Settlement Agreement by written notice delivered to Class Counsel on, or before, five (5) business days following the date on which they receive the above-referenced written notice indicating the threshold for Opt-Outs has been surpassed. If the Debtors do not exercise their right to terminate on, or before, the expiration of that business day period, their right to terminate based on the Opt-Out Percentage shall expire.
