Conditions on Effectiveness Sample Clauses

Conditions on Effectiveness. This Amendment shall become effective as of the First Amendment Effective Date when, and only when, each of the following conditions has been met or duly waived by each of the Administrative Agents, the Collateral Agent and the applicable Lenders in writing: (a) the Administrative Agents shall have received: (i) from the Company, each Guarantor and each Lender, either (A) a counterpart of this Amendment signed on behalf of such party or (B) written evidence satisfactory to the Pro Rata Administrative Agent (which may include facsimile or other electronic transmission of a signed counterpart of this Amendment) that such party has signed a counterpart of this Amendment; (ii) a certificate of the Secretary or an Assistant Secretary or other authorized officer of the Company and each Guarantor, dated the First Amendment Effective Date, (A) either (x) certifying the names and true signatures of the officers of the Company and such Guarantor, as the case may be, authorized to sign this Amendment and any other documents to be delivered by the Company or such Guarantor hereunder or (y) certifying that there has been no change to the officers of the Company and such Guarantor, as the case may be, authorized to sign Loan Documents and any other documents to be delivered by the Company or such Guarantor since the incumbency certificate delivered on the Closing Date, (B) either (x) attaching and certifying the correctness and completeness of the copies of the Company’s and such Guarantor’s Certificate of Incorporation and Bylaws or Certificate of Formation and Limited Liability Company Agreement or (y) certifying that there has been no change to such Certificate of Incorporation and Bylaws or Certificate of Formation and Limited Liability Company Agreement since last delivered on the Closing Date, (C) attaching and certifying the correctness and completeness of copies of the resolutions of the Board of Directors or similar governing body of each of the Company and each Guarantor, approving the execution, delivery and performance of this Amendment, and (D) attaching a good standing certificate of the Company and each Guarantor from the state of its organization, each dated a recent date prior to the First Amendment Effective Date; (iii) customary legal opinions of (i) ▇▇▇▇▇ ▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, New York counsel to the Loan Parties, (ii) ▇▇▇▇▇▇▇▇ and Wedge, special Nevada counsel to the Loan Parties and (iii) ▇▇▇▇▇▇▇ ▇▇▇▇▇ LLP, special Virginia counsel to the Loan Parti...

Conditions on Effectiveness. This Amendment shall become effective as of the date hereof when, and only when, the Administrative Agent, on behalf of the Issuing Bank and the Lenders, shall have received: (a) counterparts of this Amendment duly executed by the Borrowers, the Guarantors and the Lenders; (b) for the account of the Lenders, an incremental commitment fee from the Borrowers in an amount equal to 1.00% of each Lender’s portion of the Incremental Commitment, which shall be fully earned, non-refundable and due and payable on the date hereof in immediately available funds; (c) counterparts of that certain First Amendment Fee Letter, dated as of the date hereof, duly executed by the Borrowers, and evidence satisfactory to Administrative Agent that all amounts payable thereunder have been paid by the Borrowers or duly charged to the Loan Account; and (d) such other information, documents, instruments or approvals as the Administrative Agent may require.

Conditions on Effectiveness. Notwithstanding anything contained herein to the contrary, no provision of this Agreement (other than Section 27 above) shall be effective until a final and nonappealable order of the Applicable Court shall have been entered approving the terms of this Agreement. Subject to Section 27 above, until such time as such approval has been obtained, the Prior Agreement shall remain in full force and effect, and the Executive shall retain all rights thereunder.

Conditions on Effectiveness. This Amendment shall become effective as of the date hereof when, and only when, each of the following conditions has been met or duly waived by the Required Lenders, in writing: (a) Receipt by the Administrative Agent of counterparts of this Amendment duly executed by the Borrower, each Guarantor, Required Lenders and the Administrative Agent; (b) The Beckham Acquisition shall be consummated substantially concurrently with the closing this Amendment in accordance with the Beckham Merger Agreement, without alteration, amendment or other change, supplement or modification of the Beckham Merger Agreement since execution thereof except for waivers of conditions that are not materially adverse to the Lenders or as otherwise approved in writing by the Administrative Agent; and (c) To the extent invoiced at least two (2) Business Days prior to the date hereof, the Borrower shall have paid all reasonable and documented out-of-pocket costs and expenses and fees due and payable on or prior to the date hereof under the Credit Agreement or this Amendment. For the purpose of determining satisfaction of the conditions specified in this Section 4, each Lender that has signed and delivered this Amendment shall be deemed to have accepted, and to be satisfied with, each document or other matter required hereunder to be acceptable or satisfactory to such Lender.

Conditions on Effectiveness. This Amendment shall become effective as of the date hereof when, and only when, the Administrative Agent, on behalf of the Issuing Banks and the Lenders, shall have received: (a) counterparts of this Amendment duly executed by the Borrower, each other Borrower Party and the Majority Lenders; (b) an amendment fee, on behalf of each Lender (including the Administrative Agent) that executes this Amendment on the date hereof, in an amount equal to 15 basis points of the Revolving Loan Commitment of each such Lender, which such fee shall be fully earned, due and payable on the date hereof and shall be allocated to each Lender based on such Lender’s Aggregate Commitment Ratio; and (c) such other information, documents, instruments or approvals as the Administrative Agent may require.

Conditions on Effectiveness. This Agreement shall become effective only upon the Effective Date.

Conditions on Effectiveness. This Consent shall be come effective as of the date hereof when, and only when, the Administrative Agent, on behalf of the Issuing Banks and the Lenders, shall have received, in form and substance satisfactory to it: (a) counterparts of this Consent duly executed by Borrowers and the Majority Lenders; and (b) such other information, documents, instruments or approvals as the Administrative Agent may require.

Conditions on Effectiveness. This Amendment shall become effective as of the date hereof (the “Third Amendment Effective Date”) when, and only when, each of the following conditions has been met or duly waived by the Lenders, in writing: (a) Receipt by the Administrative Agent of counterparts of this Amendment duly executed by the Borrower, each Guarantor, the Lenders and the Administrative Agent; and (b) The Borrower shall have paid all reasonable and documented out-of-pocket costs and expenses (to the extent invoiced at least two (2) Business Days prior to the date hereof) and fees due and payable on or prior to the date hereof under the Credit Agreement. For the purpose of determining satisfaction of the conditions specified in this Section 3, each Lender that has signed and delivered this Amendment shall be deemed to have accepted, and to be satisfied with, each document or other matter required hereunder to be acceptable or satisfactory to such Lender.

Conditions on Effectiveness. This Amendment shall become effective as of the date hereof when, and only when, the Administrative Agent, on behalf of the Issuing Banks and the Lenders, shall have received: (a) counterparts of this Amendment duly executed by the Borrowers and the Majority Lenders; (b) all amounts set forth in that certain fee letter dated as of __________ by and among Parent and SunTrust R▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Markets, a division of SunTrust Capital Markets, Inc.; (c) an amendment fee, for the ratable benefit of the Lenders, in an amount equal to $140,000; and (d) such other information, documents, instruments or approvals as the Administrative Agent may require.