Conditions to the Amendment Effective Date. This Amendment shall become effective as of the first date (the “Amendment No. 3 Effective Date”) when each of the following conditions shall have been satisfied:
(a) The Agent shall have received counterparts of this Amendment that, when taken together, bear the signatures of (i) Holdings, (ii) the Borrower, (iii) the Agent, (iv) the Swingline Lender, (v) the L/C Issuer and (vi) each of the 2024 Additional Refinancing Lenders.
(b) The Agent shall have received (i) customary officer’s certificates and board resolutions,
(ii) a customary opinion of Sidley Austin LLP as counsel to the Loan Parties, in each case, consistent with those delivered on the Closing Date (other than changes to such legal opinion resulting from a change in law, change in fact or change to counsel’s form of opinion), (iii) a solvency certificate from a Responsible Officer of the Borrower (after giving effect to the 2024 Refinancing Term Indebtedness) substantially in the form attached as Exhibit C-3 to the Credit Agreement, (iv) written notice of prepayment in accordance with the requirements of the Existing Credit Agreement, including delivery of such notice received by Agent within the time period referenced in Section 2.05(a)(i) thereof (or such shorter period as reasonably agreed by the Agent), (v) written notice of the termination of the Existing Revolving Credit Commitments in accordance with the requirements of the Existing Credit Agreement and (vi) a Request for Credit Extension in accordance with the requirements of the Credit Agreement, including the delivery of a written Committed Loan Notice received by Agent within the time period referenced in Section 2.02(a) thereof (or such shorter period as reasonably agreed by the Agent).
(c) The representations and warranties of each Loan Party set forth in Article V of the Credit Agreement and in each other Loan Document shall be true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects as so qualified) on and as of the Amendment No. 3 Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (except that any such representation and warranty that is qualified as to “materiality” or “Material Adv...
Conditions to the Amendment Effective Date. This Amendment shall become effective on the date (the “Amendment Effective Date”) on which each of the following conditions is satisfied or waived:
Conditions to the Amendment Effective Date. Section 3.01 This Agreement shall become effective on the date, which shall be a Business Day (the “Amendment Effective Date”), on which each of the following conditions is satisfied.
Conditions to the Amendment Effective Date. The occurrence of the Amendment Effective Date is subject to the following conditions precedent:
Conditions to the Amendment Effective Date. This Amendment No. 2 shall become a binding agreement of the parties hereto and the agreements set forth herein, and the amendments set forth in Section 2 shall each become effective on the date on which the Administrative Agent (or its counsel) shall have received from the Administrative Agent, the Borrower and each of the Lenders and Issuing Lenders party to the Credit Agreement as of the date hereof immediately prior to giving effect to this Amendment No. 2 either (a) a counterpart of this Amendment No. 2 signed on behalf of such party or (b) written evidence satisfactory to the Administrative Agent (which may include email or facsimile transmission of a signed signature page of this Amendment No. 2) that such party has signed a counterpart of this Amendment No. 2 (such date, the “Amendment Effective Date”). The Administrative Agent shall notify the Borrower, the Lenders and the Issuing Lenders of the Amendment Effective Date, and such notice shall be conclusive and binding absent manifest error.
Conditions to the Amendment Effective Date. This Amendment shall become effective as of the date first set forth above (the “Amendment Effective Date”) which shall be a date after the Required Lenders, the Administrative Agent and the Borrower shall have executed and delivered counterparts of this Amendment.
Conditions to the Amendment Effective Date. This Amendment shall become effective as of the first date (the “Amendment No. 4 Effective Date”) when each of the following conditions shall have been satisfied:
(a) the Administrative Agent shall have received counterparts of this Amendment that, when taken together, bear the signatures of (i) Holdings, (ii) the Borrower, (iii) each Subsidiary Guarantor, and (iv) the Administrative Agent;
(b) the Administrative Agent has not received, by the Objection Deadline, written notice of objection to the amendments to the Credit Agreement as provided herein from Lenders comprising the Required Lenders;
(c) Each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents (which, for purposes hereof, shall be deemed to include a representation that this Amendment does not conflict with the Existing Credit Agreement) shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) on and as of the Amendment No. 4 Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) as of such earlier date.
(d) No Default or Event of Default shall exist on the Amendment No. 4 Effective Date.
