Conditions to Effectiveness of this Consent. Section 3.1. This Consent shall not become effective until, and shall become effective when, each and every one of the following conditions shall have been satisfied:
(a) executed counterparts of this Consent, duly executed by the Company, each of the Subsidiary Guarantors and the Noteholders, shall have been delivered to the Noteholders;
(b) the Company shall have delivered to the Noteholders executed copies of (i) the Consent Memorandum dated as of the date hereof among the Company, certain Subsidiaries of the Company named therein, JPMorgan Chase Bank, N.A., as agent, and the other financial institutions party thereto (the “Bank Credit Agreement Consent”), and (ii) the Consent dated as of the date hereof among the Company and the holders of the 2005 Notes and any other notes issued pursuant to the Private Placement Note Docuemnts (the “Private Placement Note Agreement Consent”), and all related agreements, documents and instruments, in each case, in connection therewith, all of which shall be in form and substance satisfactory to the Noteholders;
(c) the Company shall have paid an amendment fee in an aggregate amount of $10,000 to the Noteholders pro rata based upon the principal amount of the Notes outstanding as of the Consent Effective Date held by each Noteholder; and the representations and warranties of the Company set forth in Section 2 hereof are true and correct on and with respect to the date hereof. Upon receipt of all of the foregoing, this Consent shall become effective (the “Consent Effective Date”).
Conditions to Effectiveness of this Consent. The waivers, consents, amendments and other modifications set forth in this Consent shall become effective upon the prior or simultaneous satisfaction of each of the following conditions in a manner reasonably satisfactory to the Administrative Agent (the date when all such conditions are so satisfied being the “Effective Date”):
Conditions to Effectiveness of this Consent. This Consent shall become effective as of the date first set forth above (the “Effective Date”) at such time as:
(i) the Agent shall have received counterparts of this Consent duly executed and delivered by a duly authorized officer of each of the Borrower, each Guarantor and the Majority Lenders; and
(ii) the Agent shall have received payment of all fees and expenses of the Agent and the Lenders that are earned, due and payable on or prior to the Effective Date in connection with this Consent.
Conditions to Effectiveness of this Consent. This Consent shall become effective as of the date hereof upon receipt by the Agent of counterparts of this Consent duly executed by the Borrower, the Guarantors and the Required Tranche A Lenders.
Conditions to Effectiveness of this Consent. Notwithstanding any other provision of this Consent and without affecting in any manner the rights of the Administrative Agent hereunder, it is understood and agreed that this Consent shall not become effective, and Trinity and the Parent shall have no rights under this Consent, until the Administrative Agent shall have received (i) executed counterparts to this Consent from Trinity and the Parent; (ii) executed counterparts to this Consent from the Broker/Dealer and the Required Lenders; (iii) a fully executed copy of the Trinity Consent; (iv) a fully executed copy of that certain Supplement No. 1, dated on or about the date hereof, to the Guaranty Agreement dated as of March 3, 2014, by and among the Guarantors party thereto and the Administrative Agent; and (v) reimbursement or payment of its costs and expenses incurred in connection with this Consent to the extent invoiced prior to the date hereof.
Conditions to Effectiveness of this Consent. Notwithstanding any other provision of this Consent and without affecting in any manner the rights of the Lenders hereunder, it is understood and agreed that this Consent shall not become effective, and the Borrower shall have no rights under this Consent, until the Administrative Agent shall have
(i) reimbursement or payment of its costs and expenses incurred in connection with this Consent (including reasonable fees, charges and disbursements of King & Spalding LLP, counsel to the Administrative Agent), and (ii) executed counterparts to this Consent from the Borrower, each of the Subsidiary Loan Parties and the Lenders;
Conditions to Effectiveness of this Consent. This Consent shall become effective on the date that each of the undersigned Holders and the Company shall have received counterparts of this Consent executed by each Holder and an acknowledgment counterpart of this Consent executed by Company (such date, the “Consent Effective Date”).
Conditions to Effectiveness of this Consent. The effectiveness of Sections 1, 2 and 3 of this Consent shall be subject to the satisfaction or waiver by the Company and the Backstop Party of the following conditions:
(a) by no later than the Cut-off Date, the Company shall have received consents substantially in the form of this Consent representing the holders of at least a majority of the Aggregate Backstop Commitments;
(b) by no later than the Cut-off Date, the Company shall have obtained Forward Contract Purchase Commitments in an aggregate amount at least equal to the Maximum Forward Contract Amount;
(c) by June 12, 2020, the Company shall have (i) received written consents to the amendment and restatement of each Other Backstop Commitment Letter in the form attached hereto as Exhibit A from each of the Other Backstop Parties; or (ii) provided notice to the Other Backstop Parties that have not submitted similar Consents in accordance with Section 11(b) of the Backstop Commitment Letter;
(d) the Company and the Backstop Party shall have entered into the definitive documentation for the Forward Contract pursuant to which the Backstop Party has made the Forward Contract Purchase Commitment, which shall be enforceable against the Company and the Backstop Party subject only to the satisfaction or waiver of the conditions set forth in this Section 4; and (e) by no later than June 30, 2020, the Backstop Commitment Letter in the form of Exhibit A and the terms of this Consent shall have been approved in accordance with the terms of the Backstop Approval Order. The date that the foregoing conditions are satisfied or waived is referred to herein as the “Effective Time”. The Company shall provide notice to the Backstop Party of the satisfaction of each condition.
Conditions to Effectiveness of this Consent. This Consent, and the consents and approvals contained herein, shall be effective on the date (such date, the “Consent Effective Date”) when each of the following conditions has been satisfied:
Conditions to Effectiveness of this Consent. This Consent shall be effective as of the date first above written (the "Effective Date"), provided the Bank shall have received a counterpart of this Consent, duly executed by the Borrower and all of the Guarantors, and the following conditions are satisfied:
(a) Before and after giving effect to this Consent, the representations and warranties of the Borrower and the Guarantors in the Loan Documents shall be true and correct as though made on the date hereof, except to the extent such representations and warranties by their terms are made as of a specific date and except for changes that are permitted by the terms of the Loan Documents.
(b) Before and after giving effect to this Consent, no Event of Default and no Default shall have occurred and be continuing.
(c) No material adverse change in the business, assets, financial condition or prospects of the Borrower or any Guarantor shall have occurred.
(d) The Bank shall have received the Pledged Collateral and fully executed counterparts of the Pledge Agreement and the Guaranty from Xxxxxxx X. Xxxxxxxx and The Xxxxxxxx Family Trust.
(e) The Borrower shall have paid to the Bank, in consideration of this Consent, a fee of 0.25% of the sum of $1,500,000 (the maximum amount of the Guidance Line) plus the outstanding principal balance of the Term Loan on the Effective Date.
(f) The Borrower shall have paid to the Bank all costs and expenses incurred by the Bank in connection with this Consent, including the fees and expenses of its counsel.
