Conditions to Funding of the First Amendment Term Loan Sample Clauses

Conditions to Funding of the First Amendment Term Loan. (a) The Incremental Arranger shall have received counterparts of each of the following, each of which shall be originals or facsimiles or “pdf” files (followed promptly by originals to the extent requested by the Incremental Arranger), each properly e...
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Conditions to Funding of the First Amendment Term Loan. The obligation of each First Amendment Term Lender to make a First Amendment Term Loan hereunder on the First Amendment Closing Date during the Certain Funds Period is subject only to the satisfaction (or waiver by each First Amendment Term Lender) of the following conditions precedent in form and substance satisfactory to the Incremental Arranger (the “Conditions” and the date on which such conditions have been satisfied (or waived by each First Amendment Term Lender) and the First Amendment Term Loans have been funded to the Borrower, the “First Amendment Closing Date”), such satisfaction to be conditioned on, with respect to each condition precedent satisfied by delivery of a document, that document having been agreed in form by the Incremental Arranger prior to the date of this Amendment: The Incremental Arranger shall have received counterparts of each of the following, each of which shall be originals or facsimiles or “pdf” files (followed promptly by originals to the extent requested by the Incremental Arranger), each properly executed by a Responsible Officer of the signing Loan Party, each dated as of the First Amendment Closing Date: a Committed Loan Notice with respect to the First Amendment Term Loans; such customary documents and certifications (including Organization Documents and, if applicable, good standing certificates and, if customary, board and/or shareholder resolutions or equivalent) as the Incremental Arranger may reasonably require to evidence (A) the identity, authority and capacity of each Responsible Officer of the Loan Parties and the Offeror acting as such in connection with this Agreement and the other Loan Documents and (B) that Holdings, Intermediate Holdings, the Borrower, each Guarantor and the Offeror is duly organized or formed, and that each of them is validly existing and, to the extent applicable, in good standing, except to the extent that failure to be so qualified could not reasonably be expected to have a Material Adverse Effect; an opinion of Xxxxxxx Procter LLP, special New York counsel to Holdings, the Borrower, the Subsidiary Guarantors and, with respect to enforceability, the Offeror, addressed to each First Amendment Term Lender, in form and substance substantially consistent with the form agreed by the Incremental Arranger; a certificate of a Responsible Officer of the Borrower certifying that the conditions set forth in Sections 6(c), (d) and (e) herein have been satisfied in form and substance substantia...
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Related to Conditions to Funding of the First Amendment Term Loan

  • Conditions to Effectiveness This Amendment shall become effective as of the date hereof and upon the satisfaction of the following conditions precedent:

  • DISTRIBUTION AND DEFAULT SERVICE TERMS AND CONDITIONS Capacity Pipeline Capacity, Underground Storage Withdrawal Capacity, Underground Storage Capacity and Peaking Capacity as defined in these Terms and Conditions. Capacity Allocators The proportion of the Customer’s Total Capacity Quantity that comprises Pipeline Capacity, Underground Storage Withdrawal Capacity and Peaking Capacity. City Gate The interconnection between a Delivering Pipeline and the Company’s distribution facilities. Company Eversource Gas Company of Massachusetts d/b/a Eversource Energy Company Gas Allowance The difference between the sum of all amounts of Gas received into the Company’s distribution system and the sum of all amounts of Gas delivered from the Company’s distribution system as calculated by the Company for the most recent twelve (12) month period ending July 31. Such difference shall include, but not be limited to, Gas consumed by the Company for its own purposes, line losses and Gas vented and lost as a result of an event of Force Majeure, excluding gas otherwise accounted for. Company-Managed Supplies Capacity contracts held and managed by the Company in accordance with governing tariffs, but made available to the Supplier pursuant to Section 13.9 of these Terms and Conditions, including supply-sharing contracts and load- management contracts. Consumption Algorithm A mathematical formula used to estimate a Customer’s daily consumption. Critical Day In accordance with Section 19.0 of these Terms and Conditions, a Day declared at any time by the Company in its reasonable discretion when unusual operating conditions may jeopardize operation of the Company’s distribution system.

  • Termination Amendment and Waiver 46 7.1 Termination....................................................................................46 7.2

  • Interim Extension Amendment a. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can be extended as provided under this Section.

  • Effective Date Duration and Renewal This Agreement shall become effective as of May 1, 2010. Unless terminated as provided in Section 14 below, this Agreement shall continue in effect as to each Fund until July 31, 2011 and thereafter from year to year only so long as such continuance is specifically approved at least annually (a) by a majority of those trustees who are not interested persons of CAT or of Columbia WAM, voting in person at a meeting called for the purpose of voting on such approval, and (b) by either the Board or vote of the holders of a “majority of the outstanding shares” of that Fund (which term as used throughout this Agreement shall be construed in accordance with the definition of “vote of a majority of the outstanding voting securities of a company” in Section 2(a)(42) of the 1940 Act).

  • Longevity Increment All unit members who have completed the required years of District service, as defined below, shall be eligible to receive a longevity increment.

  • Amendment of Contract Period The parties may modify the contract termination date by written supplemental agreement prior to the date of termination as set forth in Article 6, Supplemental Agreements, of attachment A, General Provisions, provided, however, that the termination date may, in no event, be extended past the fifth anniversary of execution.

  • Refinancing Preparation Advance; Capitalizing Front-end Fee and Interest (a) If the Loan Agreement provides for the repayment out of the proceeds of the Loan of an advance made by the Bank or the Association (“Preparation Advance”), the Bank shall, on behalf of such Loan Party, withdraw from the Loan Account on or after the Effective Date the amount required to repay the withdrawn and outstanding balance of the advance as at the date of such withdrawal from the Loan Account and to pay all accrued and unpaid charges, if any, on the advance as at such date. The Bank shall pay the amount so withdrawn to itself or the Association, as the case may be, and shall cancel the remaining unwithdrawn amount of the advance.”

  • Exceptions and Extension of Payment Due Date NYSERDA has determined that, notwithstanding the provisions of Sections 504.3 and 504.4 of this Exhibit, any of the following facts or circumstances, which may occur concurrently or consecutively, reasonably justify extension of the Payment Due Date:

  • EFFECTIVE DATE, TERMINATION, AND RENEWAL 17.1 This Agreement shall become effective on the first day of May, AD., 2019, and shall continue in full force and effect until the thirtieth (30th) day of April, AD., 2022 and thereafter from year to year unless terminated upon written notice of either party within one hundred and twenty (120) days prior to any anniversary of the terminal date.

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