CONDITIONS OF AMENDMENT. The Lender shall have no obligation to execute or deliver this Amendment until each of the following conditions shall have been satisfied:
CONDITIONS OF AMENDMENT. 2.01 Should either party to this Agreement desire to change, add to, amend or terminate this Agreement, written notice to that effect will be given on or before the first day of February prior to the termination of this Agreement. On receipt of such notice, the parties to the Agreement shall convene a meeting within thirty (30) days and bargain in good faith to endeavour to reach an Agreement. If no such written notice is given, this Agreement shall automatically be renewed and remain in force from year to year from its expiration date.
CONDITIONS OF AMENDMENT. Notwithstanding any other provisions of this Fourth Amendment to Loan and Security Agreement, the Bank shall not be required to continue all or any portion of the Loans if any of the following conditions shall have occurred:
CONDITIONS OF AMENDMENT. The Administrative Agent shall have no obligation to execute or deliver this Fifth Amendment until each of the following conditions shall have been satisfied:
4.1 Borrower, Lenders and Bank shall have executed this Fifth Amendment.
4.2 Borrower shall have taken all appropriate corporate action to authorize, and its directors and/or stockholders, if required by its Governing Documents, shall have adopted resolutions authorizing the execution, delivery and performance of this Fifth Amendment and the taking of all other action contemplated by this Fifth Amendment, and the Administrative Agent shall have been furnished with copies of all such corporate action, certified by an Authorized Representative of Borrower as being true and correct and in full force and effect without amendment on the date hereof, and such other corporate documents as Administrative Agent may request.
4.3 Borrower shall have delivered to Administrative Agent any and all consents necessary to permit the transactions contemplated by this Fifth Amendment.
4.4 Borrower shall have paid the fees and disbursements of Administrative Agent's counsel and all recording fees, search fees, charges and taxes in connection with this Fifth Amendment and all transactions contemplated hereby.
4.5 Borrower shall have delivered to Administrative Agent such additional documentation, consents, authorizations, insurance certificates, opinions of counsel and other instruments and agreements as Administrative Agent or its counsel may reasonably require. All such documentation, instruments and other legal matters in connection with this Fifth Amendment and the other Loan Documents shall be satisfactory in form and substance to the Administrative Agent and its counsel.
CONDITIONS OF AMENDMENT. Notwithstanding any other provisions of this First Amendment, the Lenders shall not be required to extend the Loans if any of the following conditions shall have occurred:
CONDITIONS OF AMENDMENT. The effectiveness of this Amendment (the “First Amendment Effective Date”) shall be subject to the satisfaction of each of the following terms and conditions and shall not be effective unless and until each of the following terms and conditions shall have been satisfied to the satisfaction of the Administrative Agent and each of the Lenders:
(a) Receipt by the Administrative Agent of (i) this Amendment duly executed by each party hereto and an (ii) Acknowledgment and Confirmation, substantially in the form of Exhibit A hereto, duly executed by each party thereto.
(b) The Borrower shall pay all accrued and unpaid fees, costs and expenses in connection with the Amendment and the transactions contemplated thereby to the extent then due and payable, together with the reasonable out of pocket legal fees of counsel to, and expenses of, the Administrative Agent.
CONDITIONS OF AMENDMENT. This Amendment shall not become effective until each of the following conditions precedent has been satisfied:
(i) Agent shall have received this Amendment, duly executed by the parties hereto; and
(ii) Agent shall have received a fully executed copy of the Purchase Agreement.
CONDITIONS OF AMENDMENT. Should the Union or the Employer desire to change, add to, amend or terminate this Agreement, written notice to the effect will be given not more than Ninety (90) days and not than Thirty (30) days prior to the termination of this Agreement. On receipt of such notice the parties to the Agreement shall convene a meeting within Fifteen 5) days and bargain in good faith to endeavour to reach an Agreement. If no such notice is given this Agreement shall be automatically renewed and remain in force from year to year from its expiration date.
CONDITIONS OF AMENDMENT. The Bank shall have no obligation to execute or deliver this Amendment Two until each of the following conditions shall have been satisfied:
11.1 Borrower shall have duly executed this Amendment Two.
11.2 Borrower shall have taken all appropriate corporate action to authorize the execution and delivery of this Amendment Two and the taking of all other action contemplated by this Amendment Two, and the Bank shall have been furnished with copies of all such corporate action, certified by a duly authorized representative of Borrower as being true and correct and in full force and effect without amendment on the date hereof, and such other corporate documents as Bank may request.
11.3 Borrower shall have delivered to Bank any and all consents necessary to permit the transactions contemplated by this Amendment Two.
11.4 Borrower shall have delivered to the Bank the documents referenced in Section 4(b) above and the same shall remain in full force and effect except as otherwise specifically provided in Section 2(a) of the Revolving Loan Agreement, as amended hereby.
11.5 Borrower shall have paid the fees and disbursements of Bank’s counsel in connection with this Amendment Two.
11.6 Borrower shall have delivered to Bank such additional documentation, consents, authorizations, insurance certificates, opinions of counsel and other instruments and agreements as Bank or its counsel may reasonably require. All such documentation, instruments and other legal matters in connection with this Amendment Two shall be satisfactory in form and substance to the Bank and its counsel.
CONDITIONS OF AMENDMENT. B-1Section A of this Fourth Amendment shall be effective as of the date first written above subject to the receipt by the Collateral Agent of each of the following from the Borrower, all of which must be satisfactory to the Lenders and their counsel in form, substance and execution:
(a) This Fourth Amendment duly executed and delivered by each of the parties hereto;
(b) A Counterpart of the Acknowledgement and Consent, a form of which is attached hereto as Exhibit A, duly executed and delivered by each of the Guarantors;
(c) Evidence as requested by the Lenders that the representations and warranties of the Borrower made in Section C of this Fourth Amendment are true and correct as of the date first written above;
(d) Certificate of Secretary of the Borrower certifying as to Good Standing, Articles of Incorporation, Bylaws and corporate Resolutions approving this Fourth Amendment;
(e) Receipt by the Lenders, in form and substance reasonably satisfactory to the Lenders, of an amendment to the Note Purchase Agreement that amends the Note Purchase Agreement in substantially the same manner as the Credit Agreement is amended by this Fourth Amendment, duly executed and delivered by each of the parties thereto;
(f) Counterpart originals or certified or other copies of all corporate and other proceedings, pertaining directly to this Fourth Amendment and all documents and instruments directly incident to this Fourth Amendment as the Lenders or their counsel may reasonably request; and
(g) Payment of an Amendment Fee in the amount of $62,500 to be distributed pro rata among the Lenders.
