Effectiveness, Etc. This Letter Amendment shall become effective as of the date first above written when, and only when, the Agent shall have received counterparts of this Letter Amendment executed by the undersigned and the Required Lenders or, as to any of the Lenders, advice satisfactory to
Effectiveness, Etc. The Company agrees to use its best efforts to effect the registration and the sale of the Registrable Securities requested to be registered pursuant to this Section 2 in accordance with the intended method of disposition thereof as quickly as practical; except that the Company may terminate such registration in its sole discretion and for any reason.
Effectiveness, Etc. OF SENIOR LOAN AGREEMENT. Each of the following shall have occurred (and the Purchaser, including as the Representative Noteholder, shall have received a certificate, dated the Closing Date, in the form of EXHIBIT I hereto confirming INTER ALIA that):
(a) SMCI and Fleet and the other Senior Lenders shall have executed and delivered the Senior Loan Agreement in substantially the form furnished to the Purchaser prior to the execution and delivery of this Agreement (including without any amendment or other modification of any of the definitions of Section 1.1 thereof which are stated in SECTION 1.1 to be used herein with meanings provided or referred to therein); and
(b) all conditions in the Senior Loan Agreement to obtaining the initial Senior Loans (including Sections 11.13, 11.18, 11.19 and 12.1 thereof) shall have been satisfied without recourse to any provision permitting the waiver by any party thereto of any condition, obligation, covenant or other requirement, and SMCI shall have received proceeds of the initial Senior Loans in an aggregate principal amount not to exceed $72,000,000.
Effectiveness, Etc. The submission of this Lease to Tenant shall not constitute an offer by Landlord to execute and exchange a Lease with Tenant and is made subject to Landlord's acceptance, execution and delivery thereof.
Effectiveness, Etc. Essex agrees to use its reasonable best efforts to keep the Shelf Registration Statement continuously effective for a period of four (4) years from the effective date thereof or, if earlier, until all of the Registrable Shares covered by a Shelf Registration Statement have been sold pursuant thereto. Essex further agrees to supplement or make amendments to the Shelf Registration Statement if required by (i) Section 2.2(b) hereof, (ii) the registration form utilized by Essex for such registration or by the instructions applicable to such registration form, or (iii) the Securities Act; PROVIDED, HOWEVER, that notwithstanding anything to the contrary herein Essex will not be required to supplement or amend the Shelf Registration Statement until current financial information is available so long as Essex is in compliance with (x) the foregoing clauses (i) and (iii) and (y) its reporting obligations under the Exchange Act subsequent to the effective date.
Effectiveness, Etc. The Company agrees to use its best efforts to keep the Shelf Registration Statement continuously effective for a period of six years (plus the number of days, if any, of any Deferment) from the effective date thereof or, if earlier, until all of the Registrable Securities covered by the Shelf Registration Statement have been sold pursuant thereto. The Company further agrees to supplement or make amendments to the Shelf Registration Statement if required by (i) Section 5(a)(vi) hereof, (ii) the registration form utilized by the Company for such registration or by the instructions applicable to such registration form, or (iii) the Securities Act; provided, however, that notwithstanding anything to the contrary herein the Company will not be required to supplement or amend the Shelf Registration Statement until current financial information is available so long as the Company is in compliance with (x) the foregoing clauses (i) and (iii) and (y) its reporting obligations under the Securities Exchange Act subsequent to the effective date. The Company agrees to furnish to the Holders copies of any such supplement or amendment prior to its use or filing with the Commission.
Effectiveness, Etc. This Amendment shall become effective as of the date first above written when, and only when, the Paying Agent shall have received counterparts of this Amendment executed by the undersigned and the Required Lenders and the Paying Agent shall have received the following:
(a) The consent of each Guarantor in the form attached hereto.
(b) Certified copies of the resolutions (or excepts thereof) of or on behalf of each Loan Party approving this Amendment and the Consent (to the extent applicable to it) and/or authorizing the general partner, managing member or officers, as applicable, to act on behalf of such limited partnership or limited liability company, as the case may be, and of all documents evidencing other necessary action (including, without limitation, all necessary general partner, managing member, board of directors or other similar action) and governmental and other third party approvals and consents, if any, with respect to this Amendment or the Consent, as applicable.
(c) A certificate of the Secretary or an Assistant Secretary of each Loan Party or on its behalf by its managing general partner or managing member, as applicable, certifying the names and true signatures of the officers or managers, as applicable, of such Person authorized to sign on its behalf this Amendment or the Consent, as applicable.
(d) A favorable opinion of Xxxxxx Xxxxxx Xxxxxxxx LLP, counsel for the Loan Parties, in form and substance acceptable to the Paying Agent.
(e) An amendment fee for the account of the Lenders that approve this Amendment on or before September 30, 2009 equal to 0.15% of the commitments of such Lenders.
(f) The fees and expenses of Shearman & Sterling LLP, counsel to the Paying Agent, to the extent that such fees and expenses have been invoiced at least 24 hours prior to the date hereof.
Effectiveness, Etc. Then Company agrees to use its best efforts to effect the registration and the sale of the Registrable Securities requested to be registered pursuant to this Section 5(b) in accordance with the intended method of disposition thereof as quickly as practical; except that the Company may terminate such registration in its sold discretion and for any reason.
Effectiveness, Etc. Without qualifying the provisions of Section 1.01 of this Second Supplemental Indenture, this Second Supplemental Indenture will take effect immediately upon execution thereof by the parties hereto.
Effectiveness, Etc. Without qualifying the provisions of Section 1.01 of this Third Supplemental Indenture, this Third Supplemental Indenture will take effect immediately upon execution thereof by the parties hereto.
