Conditions Precedent to Commencement Sample Clauses

Conditions Precedent to Commencement. The right of the Company to commence delivering VWAP Purchase Notices under this Agreement, and the obligation of the Investor to accept VWAP Purchase Notices delivered to the Investor by the Company under this Agreement, are subject to the initial satisfaction, at Commencement, of each of the conditions set forth in this Section 7.2.
Sample 1Sample 2Sample 3See All (96)
AutoNDA by SimpleDocs
Conditions Precedent to Commencement. The right of the Company to commence delivering Purchase Notices under this Agreement, and the obligation of the Investor to accept Purchase Notices delivered to the Investor by the Company under this Agreement (collectively, “Commencement”), are subject to the initial satisfaction of each of the conditions set forth in this Section 7.2, with date upon which all such conditions have been satisfied referred to herein as the “Commencement Date.”
Sample 1Sample 2Sample 3See All (14)
Conditions Precedent to Commencement. Contractor shall not be required to commence the Contract Work until after the last to occur of the following: (a) Receipt by Contractor of all necessary building permits; (b) Receipt by Contractor of notice from Lender, Lien Holder and/or Title Company (if any) that all documents to be recorded prior to commencement of construction have been properly recorded; and, (c) Receipt of all constructions funds by Escrow or Contract Fund control (if any).
Sample 1
Conditions Precedent to Commencement. The Term of this Lease shall commence (the “Commencement Date”) on the fifth (5th) business day after the satisfaction or waiver, in the sole and absolute discretion of the applicable waiving party, of the Tenant’s Pre-Commencement Conditions and the Landlord’s Pre-Commencement Conditions (as such terms are hereinafter defined), or on such other date as the parties may agree, unless this Lease is terminated by Landlord or Tenant in accordance with the terms and condition of this Section 1.4. Landlord and Tenant agree to memorialize the Commencement Date and the dates of the Lease Years in writing within five (5) business days of the Commencement Date.
Sample 1
Conditions Precedent to Commencement. The commencement of this agreement is subject to the conditions precedent that: (a) the Company, in a general meeting, has adopted a new Constitution, to come into force on or before 1 January 2001, in place of its Constitution in force in 1999, which new Constitution provides, in effect: (i) that any person admitted to membership of the Company as from the time it comes into force will be admitted only if that person is or has become a member of The Institute in its Australian Division and will cease to be a member of the Company if he or she ceases to be a member of The Institute in its Australian Division, and that, to the extent permitted by law, or with the relevant member’s consent, the membership of the Company of any person, who was a member prior to the new Constitution coming into force, will terminate on the member ceasing to be a member of The Institute in its Australian Division; and (ii) that the constitution of the Company provides for The Institute, while this agreement or a similar agreement is in force between the parties, to be a member of the Company with the exclusive right to appoint its directors and a right to exercise all votes that may be cast at a general meeting of the Company on a resolution to remove a director pursuant to section 227 of the Corporations Law and with a non-exclusive right to convene general meetings of the Company and to cast one-third of the votes cast on any proposed resolution to amend the Constitution. (b) the Council by 31 December 2000 has signed an agreement which, with effect from 1 January, 2001 establishes a committee of the Council designated as the “Committee for Australia” with delegated powers and responsibilities with respect to the exercise of the rights and powers of The Institute granted to it by the constitution of the Company and the affairs of The Institute in its Australian Division and its membership, including the responsibility to notify the Company of persons who are, have become or ceased to be members of The Institute in its Australian Division.
Sample 1
Conditions Precedent to Commencement. The right of the Company to commence delivering VWAP Purchase Notices under this Agreement, and the obligation of the Investor to accept VWAP Purchase Notices delivered to the Investor by the Company under this Agreement, are subject to the initial satisfaction, at Commencement, of each of the conditions set forth in this Section 7.2; provided that the condition precedent set forth in Section 7.2(iii) shall be deemed satisfied within ten business days of the consummation of the Business Combination unless the Investor shall have delivered prior written notice to the Company that such condition precedent cannot be satisfied in its reasonable judgment.
Sample 1

Related to Conditions Precedent to Commencement

  • Conditions Precedent to Closing Each purchase of Mortgage Loans hereunder shall be subject to each of the following conditions: (a) All of the representations and warranties of the Seller under the PHH Guide, and of the Sellers and Purchaser under this Agreement shall be true and correct as of the related Funding Date, and no event shall have occurred which, with notice or the passage of time, would constitute an Event of Default under this Agreement or under the PHH Guide; (b) On or before the each Funding Date, the Seller shall submit to the Purchaser fully executed originals of the following documents: (i) this Agreement, in four counterparts; (ii) the Custodial Agreement, in four counterparts; (iii) an Officers' Certificate, in the form of Exhibit 9 hereto, including all attachments thereto; (iv) an Opinion of Counsel to the Seller; (v) a certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any, which states that the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name, if applicable; (vi) the related Purchase Price and Terms Letter, together with the related Mortgage Loan Schedule; (c) The closing documents for the Mortgage Loans to be purchased on each Funding Date shall consist of fully executed originals of the following documents: (i) the related Purchase Price and Terms Letter together with the related Mortgage Loan Schedule; (ii) this Agreement, as originally executed (subject to amendments), in four counterparts; (iii) the Custodial Agreement, as originally executed (subject to amendments), in four counterparts; (iv) an Officers' Certificate, in the form of Exhibit 9 hereto, as originally executed (subject to amendments), including all attachments thereto; (v) an Opinion of Counsel to the Seller (to the extent requested by the Seller with respect to a specific sale of Mortgage Loans); (vi) the related Mortgage Loan Schedule, one copy to be attached to each counterpart of this Agreement, and to each counterpart of the related Custodial Agreement; and (vii) an Assignment, Assumption and Recognition Agreement, in the form of Exhibit 2.05 hereto. (d) All other terms and conditions of this Agreement and the Purchase Price and Terms Letter shall have been complied with. Subject to the foregoing conditions, Purchaser shall pay to Seller on each Funding Date the applicable Purchase Price as provided herein.

  • Conditions Precedent to Effectiveness This Agreement (including the Commitments of the Lenders and the obligations of the Borrower hereunder) shall become effective if, on or before April 15, 2011, all of the following conditions precedent have been satisfied: (a) the Administrative Agent shall have received evidence, satisfactory to the Administrative Agent, that the Borrower has paid (or will pay with the proceeds of the initial Credit Extensions) all amounts then payable by the Borrower under the Existing Credit Facility and that all commitments to make extensions of credit to the Borrower thereunder have been (or concurrently with the initial Advances will be) terminated; (b) the Administrative Agent shall have received (i) a counterpart of this Agreement signed on behalf of each party hereto or (ii) written evidence (which may include electronic transmission of a signed signature page of this Agreement) that each party hereto has signed a counterpart of this Agreement and each of the following documents, each dated a date reasonably satisfactory to the Administrative Agent and otherwise in form and substance satisfactory to the Administrative Agent: (i) Certified copies of resolutions of the Board of Directors or equivalent managing body of the Borrower approving the transactions contemplated by this Agreement and of all documents evidencing other necessary organizational action of the Borrower with respect to this Agreement and the documents contemplated hereby; (ii) A certificate of the Secretary or an Assistant Secretary of Borrower certifying (A) the names and true signatures of the officers of the Borrower authorized to sign this Agreement and the other documents to be delivered hereunder; (B) that attached thereto are true and correct copies of the organizational documents of the Borrower, in each case in effect on such date; and (C) that attached thereto are true and correct copies of all governmental and regulatory authorizations and approvals required for the due execution, delivery and performance by the Borrower of this Agreement and the documents contemplated hereby; (iii) A certificate signed by either the chief financial officer, principal accounting officer or treasurer of the Borrower stating that (A) the representations and warranties contained in Section 4.01 are correct on and as of the date of such certificate as though made on and as of such date and (B) no Event of Default or Unmatured Event of Default has occurred and is continuing on the date of such certificate; and (iv) A favorable opinion of Xxxxxxx Xxxxx LLP, counsel for the Borrower, in form and substance reasonably acceptable to the Administrative Agent; and (c) the Administrative Agent shall have received evidence, satisfactory to the Administrative Agent, that the Borrower has paid (or will pay with the proceeds of the initial Credit Extensions) all fees and, to the extent billed, expenses payable by the Borrower hereunder on the Effective Date (including amounts then payable to the Joint Active Lead Arrangers and the Agents). Promptly upon the occurrence thereof, the Administrative Agent shall notify the Borrower, the Lenders and the LC Issuers as to the Effective Date.

  • Conditions Precedent The conditions referred to in Clause 3.1 are that the Agent shall have received the following documents and evidence in all respects in form and substance satisfactory to the Agent and its lawyers on or before the Effective Date: (a) documents of the kind specified in paragraphs 3, 4 and 5 of Schedule 3, Part A to the Loan Agreement in relation to the Borrower in connection with the execution of this Agreement, updated with appropriate modifications to refer to this Agreement; (b) a certificate of an officer of each New Owner confirming the names of all its directors and shareholders and having attached thereto true and complete copies of its incorporation and constitutional documents; (c) true and complete copies of the resolutions passed at separate meetings of the directors and shareholders of each New Owner authorising and approving the execution of each New Finance Document to which it is a party and authorising its directors or other representatives to execute the same on its behalf; (d) the original of any power of attorney issued by each New Owner pursuant to such resolutions aforesaid; (e) evidence that each New Ship is: (i) registered in the name of the relevant New Owner under the laws and flag of: (A) in the case of “ALKIVIADIS, the Republic of the Xxxxxxxx Islands; and (B) in the case of “ARISTOFANIS”, the Republic of Liberia; and (i) insured in accordance with the relevant provisions of the Loan Agreement and/or the relevant New Mortgage and all requirements thereof in respect of such insurances have been fulfilled; (f) each New Finance Document has been duly executed by the relevant New Owner together with evidence that: (i) each New Mortgage has been registered against the relevant New Ship with first priority in accordance with the laws of: (A) in the case of “ALKIVIADIS, the Republic of the Xxxxxxxx Islands; and (B) in the case of “ARISTOFANIS”, the Republic of Liberia; (ii) all notices required to be served under the relevant New General Assignment and any New Charterparty Assignment to which that New Owner is a party have been served and acknowledged in the manner therein provided; and (iii) save for the Security Interests created by or pursuant to the New Mortgages, the New General Assignments and any Charterparty Assignments, there are no Security Interests of any kind whatsoever on the New Ships or their Earnings, Insurances or Requisition Compensation; (g) a certified true copy of any Charterparty entered into in respect of either New Ship duly signed by the parties thereto; (h) evidence that each New Earnings Account has been opened and all mandate forms and all, documentation required by each Creditor Party in relation to the relevant New Owner pursuant to that Creditor Party’s “know your customer” requirements have been received; (i) a true and complete copy of the management agreement in respect of each New Ship; (j) the New Manager’s Undertakings executed by the Approved Manager in favour of the Security Trustee; (k) evidence that each New Owner is a direct or indirect wholly-owned subsidiary of the Borrower; (l) copies of ISM DOC, SMC and the International Ship Security Certificate under the ISPS Code in respect of each New Ship; (m) certified copies of all documents (with a certified translation if an original is not in English) evidencing any other necessary action, approvals or consents with respect to this Agreement and the New Finance Documents (including without limitation) all necessary governmental and other official approvals and consents in such pertinent jurisdictions as the Agent deems appropriate; (n) such legal opinions as the Agent may require in respect of the matters contained in this Agreement and the New Finance Documents; and (o) evidence that the agent referred to in clause 30.4 of the Loan Agreement has accepted its appointment as agent for service of process under this Agreement and the New Finance Documents.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!