Conditions Precedent and Effective Date. This Agreement shall become effective and be deemed effective upon Agent's receipt of each of the following (such date being the "Agreement Effective Date"):
(a) A counterpart of this Agreement duly executed by Borrower, each Guarantor, and the Required Lenders; and
(b) Such other documents executed by Borrower, or as applicable, any Guarantor, as Agent and Lenders may reasonably require.
Conditions Precedent and Effective Date. (a) On the date of execution of this Agreement by the Parties, only Article I (Definitions; Rules of Interpretation), this Section 2.1, Section 2.3, Article XIII (Representations and Warranties) and Article XIX (Miscellaneous Provisions) shall become effective.
(b) In connection with the issuance of the Letter of Support, the Seller has delivered or has caused to be delivered the Performance Guarantee to the AEDB.
(c) On the date on which notice from AEDB of the occurrence of the Financial Closing is received by the Purchaser, this Agreement shall become effective in its entirely (the “Effective Date”).
(d) The Seller shall use its reasonable endeavors to cause the occurrence of Financial Closing by the date required in the Letter of Support. Before notice of the Financial Closing is received by the Purchaser from AEDB, the Seller shall deliver to the Purchaser the Seller Letter of Credit in a form which is reasonably acceptable to the Purchaser. The Purchaser shall notify AEDB confirming receipt and acceptance of the Seller Letter of Credit.
(e) If the Seller Letter of Credit is not received by the Purchaser in the form required herein and issued by a bank reasonably acceptable to the Purchaser by the date required for the Financial Closing in the Letter of Support, as such date may be extended by AEDB in accordance with the Letter of Support, the Purchaser may deliver written notice to the Seller terminating this Agreement, which termination shall be effective immediately on delivery of such notice. From the date of such termination, the Parties shall have no further rights against each other and shall be released from all further obligations under this Agreement, subject to any rights and obligations that may have accrued before the date of such termination.
Conditions Precedent and Effective Date. (a) The provisions of this Agreement, other than those arising under Sections 1, 13(a) and 13(c), shall be conditional upon the passing of the Related Party Transactions Resolution at the general meeting of Purchaser Parent Shareholders.
(b) If the approval of the Related Party Transactions Resolution is not satisfied in accordance with clause (a) above by 31 December 2022, or if Purchaser Parent abandons the Separation Transaction (as defined in the Demerger Agreement) by providing notice of the same in writing to New Purchaser Parent and Seller Parent at any time prior to the Demerger Time, this Agreement shall automatically terminate and be of no further force and effect.
(c) This Agreement shall be effective from the Demerger Time.
(d) For the purposes of this Section 1:
Conditions Precedent and Effective Date. No provision of this Agreement shall become effective prior to the approval of this Agreement by NEPRA, a copy of which approval shall be provided by the Purchaser to the Seller. Subject to and in accordance with the terms of NEPRA’s approval only the following Articles and Sections shall become effective: Article I (Definitions; Interpretation), this Section 2.1, Section 2.3, Article XIII (Representations and Warranties) and Article XIX (Miscellaneous Provisions).
Conditions Precedent and Effective Date. 2.1 This Agreement is subject to the conditions precedent that (i) the Confirmation shall have been executed by Dresdner A.G. and the Purchaser, and (ii) all Transaction Documents required to be executed and delivered at the time of signature of this Agreement shall have been so executed and delivered by each of the parties thereto.
2.2 The parties agree that if the Settlement Date has not occurred on or before Friday 6th December 2002, this Agreement shall automatically terminate and be of no further force and effect.
Conditions Precedent and Effective Date. This Agreement shall become effective when all of the following conditions precedent have been satisfied.
Conditions Precedent and Effective Date. The Development Agreement is not subject to any conditions precedent and is effective immediately.
Conditions Precedent and Effective Date. This Amendment shall become effective and be deemed effective upon Agent's receipt of each of the following (such date being the "Amendment Effective Date"):
(a) A counterpart of this Amendment duly executed by Borrower, each Guarantor, and the Required Lenders; and
(b) Such other documents executed by Borrower, or as applicable, any Guarantor, as Agent and Lenders may reasonably require.
Conditions Precedent and Effective Date. This Amendment shall become effective and be deemed effective upon the Agent's receipt of each of the following:
(a) a counterpart of this Amendment duly executed by each Borrower Party and the Required Lenders;
(b) the Borrowers' payment to the Agent, for the ratable benefit of the Lenders signatories hereto on the date hereof, of an amendment fee in the aggregate amount of the sum of twenty (20) basis points of the Commitment of each Lender that delivers its released, executed signature page to the Agent by the time specified by the Agent, which fee shall be fully earned as of the date hereof and non-refundable when paid (it being understood that the Agent may charge to the Loan Account such amount on the date hereof pursuant to Section 3.5 of the Credit Agreement);
(c) payment by the Borrowers of all outstanding and unpaid out-of-pocket costs and expenses of the Agent and the Lenders (including all invoiced legal fees and expenses) as required pursuant to the Credit Agreement (it being understood that the Agent may charge to the Loan Account such costs and expenses on the date hereof pursuant to Section 3.5 of the Credit Agreement); and
(d) the delivery of such other information, documents, instruments or approvals as the Agent, the Lenders or the Agent's counsel may reasonably require.
Conditions Precedent and Effective Date. This Amendment will become effective as of the date first written above upon receipt by the Lender of counterparts of this Amendment duly executed by the parties to this Amendment. The execution of this Amendment shall be a condition precedent to the funding of the Tranche B Facility, in addition to those conditions set forth at Section 3.02 of the Credit Agreement.
