Conditions to the Effectiveness of this Amendment. It shall be a condition precedent to the effectiveness of this Amendment that each of the following conditions are satisfied:
(a) the parties hereto shall have executed and delivered counterparts of this Amendment to the Administrative Agent;
(b) each Guarantor shall have executed and delivered a Reaffirmation of Amended and Restated Guarantee Agreement, in the form of the Reaffirmation of Guarantee Agreement attached hereto as Exhibit B;
(c) to the extent changed since May 1, 2024, Borrower shall have delivered to the Administrative Agent updated corporate formation and organizational documents of Borrower and Guarantors (certified by Borrower, Guarantors or public officials, as appropriate), including resolutions and incumbency certificates;
(d) Administrative Agent shall have received such opinions with respect to Xxxxxxxx as Administrative Agent may require concerning the due authorization, execution, delivery and enforceability of this Amendment;
(e) no Default or Event of Default shall exist as of the Effective Date;
(f) Borrower shall have delivered to the Administrative Agent a duly executed Compliance Certificate for the period ending March 31, 2024;
(g) Borrower shall have delivered to Administrative Agent a copy of the filed Form 10-Q for Borrower and its Subsidiaries for the fiscal quarter ended March 31, 2024;
(h) Borrower shall have delivered to Administrative Agent such other agreements, instruments and documents as Administrative Agent, its counsel or any Lender shall reasonably request;
(i) Borrower shall have paid to the Administrative Agent and the Lenders all fees required to be paid in connection with this Amendment;
(j) Borrower shall have paid to the Administrative Agent all of the Administrative Agent’s reasonable out of pocket costs and expenses, including legal fees, incurred in connection with this Amendment;
(k) a certificate signed by a duly authorized officer of Borrower that all of the representations and warranties in the Credit Agreement or any of the other Loan Documents or pursuant to the Loan Documents are true and correct in all material respects (except any representations and warranties which are qualified by materiality, shall be correct and accurate in all respects) on and as of the date hereof (except that Schedule 4.12 to the Credit Agreement should be considered updated to reflect all Subsidiaries added as Guarantors since June 13, 2014 (all of which are signing the Reaffirmation of Guarantee attached hereto as E...
Conditions to the Effectiveness of this Amendment. This Amendment shall become effective on the date (the “Effective Date”) on which the following conditions shall have been met:
Conditions to the Effectiveness of this Amendment. This Amendment shall become effective as of the date hereof on the first date when all of the following conditions have been satisfied to the satisfaction of the Administrative Agent (the “Effective Date”):
Conditions to the Effectiveness of this Amendment. This Amendment shall be effective upon when (a) it has been signed and delivered by the Company, the Required Banks and the Agent, (b) the Intercompany Subordination Agreement substantially in the form of Exhibit A hereto has been signed and delivered by each of the Loan Parties and (c) the representations and warranties of the Loan Parties in Section 6 hereof shall be true and correct.
Conditions to the Effectiveness of this Amendment. Anything contained in this Amendment to the contrary notwithstanding, this Amendment shall be effective only upon the satisfaction of the following conditions precedent:
(a) Congress shall have received an executed original or executed original counterparts (as the case may be) of this Amendment together with the following, each of which shall be in form and substance satisfactory to Congress:
(i) true and complete copies of the Bank One First Amendment and any notes and financing statements delivered thereunder, as in effect on the date hereof;
(ii) an Amendment No. 1 to Amended and Restated Intercreditor Agreement between Congress and Bank One, dated as of the date hereof, duly executed and delivered on behalf of Bank One;
(iii) an executed original or executed original counterparts of a letter agreement, dated as of the date hereof, pursuant to which LPC and LCI acknowledge and consent to the Amendment No. 1 to Amended and Restated Intercreditor Agreement between Congress and Bank One and agree that, although neither LPC nor LCI is a party thereto, each of LPC and LCI will, together with its successors and assigns, be bound by the provisions thereof; and
(iv) an executed original or executed original counterparts of a letter agreement re: Amendment to Financing Agreements and Consent, dated as of the date hereof, pertaining to the Bank One Collateral to be granted by LCI to Bank One pursuant to the Bank One Financing and related matters, together with the documents, instruments and agreements to be delivered pursuant thereto;
(b) All representations and warranties contained herein, in the Accounts Agreements and in the other Financing Agreements shall be true and correct in all material respects; and
(c) No Event of Default shall have occurred and no event shall have occurred or condition shall be existing which, with notice or passage of time or both, would constitute an Event of Default.
Conditions to the Effectiveness of this Amendment. This Amendment shall be effective upon when it has been signed by the Company, the Required Banks and the Agent.
Conditions to the Effectiveness of this Amendment. (a) The Company shall grant to Auctus a new warrant to purchase 25,000,000 shares on the same terms of the initial Warrant except that the exercise price shall be $0.09 per share and the term thereof shall commence on December 27, 2022, and (b) the Company shall make two prepayments of $50,000 on January 15, 2023, and February 15, 2023.
Conditions to the Effectiveness of this Amendment. Each of the --------------------------------------------------- following shall be conditions precedent to the effectiveness of this Amendment (the date on which such conditions are met being the "Effective Date"):
7.1 Borrower shall have executed and delivered a counterpart of this Amendment to Lender.
7.2 After giving effect to this Amendment, (a) no Default or Event of Default shall exist, (b) all of the representations and warranties contained in the Loan Documents shall be true and correct in all material respects, (c) Borrower shall have performed in all material respects all agreements and satisfied all conditions which any Loan Documents provides shall be performed by it on or prior to such date, and (d) Borrower shall have delivered to Lender a certificate to such effect in the form attached hereto.
7.3 Borrower shall have obtained such consents and amendments to the agreements governing the Subordinated Debt as necessary or appropriate to permit the transactions contemplated by this Amendment, all in form and substance acceptable to Lender.
7.4 Borrower shall have delivered to Lender a preliminary draft of its audited financial statements for the Fiscal Year ended February 1, 1997, which shall be in form and substance satisfactory to Lender.
7.5 Borrower shall have delivered to Lender a certificate of its Secretary or an Assistant Secretary, certifying the resolutions of its Board of Directors authorizing this Amendment and as to the incumbency of the officers executing this Amendment.
Conditions to the Effectiveness of this Amendment. This Amendment shall be effective when (a) it has been signed and delivered by the Loan Parties, the Required Lenders and the Administrative Agent, (b) the representations and warranties of the Loan Parties in Section 4 hereof shall be true and correct in all material respects (as qualified in such Section 4), and (c) the Loan Parties have paid, or made arrangements satisfactory to the Administrative Agent to pay all costs in connection with the preparation of this Amendment (including without limitation the reasonable fees and expenses of counsel). No fees of any kind shall be paid to the Administrative Agent or any Lender in connection with this Amendment.
Conditions to the Effectiveness of this Amendment. The effectiveness of this Amendment is subject to the receipt by the Bank of each of the following, in form and substance and, in the case of the materials referred to in clause (b), certified in a manner satisfactory to the Bank:
(a) this Amendment and the replacement Note each duly executed by every Loan Party thereto;
(b) a certificate of the Vice President and Secretary of the general partner of the General Partner of the Borrower, dated as of the date hereof, substantially in the form of Annex A hereof and the resolutions referred to in such certificate;
(c) replacement Capital Call Notices in the form of Schedule C to the Security Agreement (as amended hereby), duly executed in blank with respect to, and in the amounts of, each of the Pledged Capital Commitments set forth opposite such partner's name on Schedule A to the Security Agreement (as amended hereby); and
