Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective as of the date hereof, subject to the satisfaction of the following conditions precedent on such date (the date on which all of such conditions shall first be satisfied, the “Amendment No. 2 Effective Date”):
(a) the Administrative Agent shall have received in .pdf format (followed promptly by originals) and unless otherwise specified, properly executed by a Responsible Officer of the signing Loan Party and by each other party thereto, each in form and substance reasonably satisfactory to the Administrative Agent and its legal counsel:
(i) counterparts hereof that, when taken together, bear the signatures of the Loan Parties, the Administrative Agent, the Collateral Agent, each Incremental Revolving Lender and each Issuing Lender;
(ii) certificates of good standing from the secretary of state of the state of organization of each Loan Party, customary certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party certifying true and complete copies of the organizational documents attached thereto and evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Amendment Agreement and the other Loan Documents to which such Loan Party is a party or is to be a party on the Amendment No. 2 Effective Date;
(iii) customary legal opinions from (x) Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, New York and Delaware counsel to the Loan Parties and (y) the general counsel of the Company, in each case, in form and substance reasonably satisfactory to the Administrative Agent; and
(iv) a certificate of a Responsible Officer (x) demonstrating in reasonable detail that after giving effect to the incurrence of the Incremental Revolving Credit Commitments (assuming a full drawing thereof) and the use of proceeds thereof on a Pro Forma Basis the Company would be in full compliance with the Financial Covenants recomputed as of the end of the most recently ended Test Period and (y) certifying the other conditions in Section 2.24 of the Existing Credit Agreement have been satisfied;
(b) all fees and expenses (in the case of expenses, to the extent invoiced at least three Business Days prior to the Amendment No. 2 Effective Date (except as otherwise reasonably agreed by the Company)) required to be paid hereunder, under the Amended Credit Agreement and under the Engage...
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective as of the date hereof, subject to the satisfaction of the following conditions precedent on such date (the date on which all of such conditions shall first be satisfied, the “Amendment No. 6 Effective Date”):
(a) the Administrative Agent shall have received in .pdf or electronic format (followed promptly by originals to the extent requested by the Administrative Agent) and, unless otherwise specified, properly executed by a Responsible Officer of the signing Loan Party and by each other party thereto, each in form and substance reasonably satisfactory to the Administrative Agent and its legal counsel:
(i) counterparts hereof that, when taken together, bear the signatures of the Loan Parties, the Administrative Agent, the Collateral Agent, and each other Consenting Lender collectively constituting the Required Lenders; and
(ii) a certificate of a Responsible Officer certifying as to the matters set forth in Section 2 hereof;
(b) the Administrative Agent shall have received for the ratable benefit of each Consenting Lender an amendment fee in an amount equal to 0.125% of (i) the aggregate principal amount of the outstanding Term A-1 Loans of such Consenting Lender as of the Amendment No. 6 Effective Date and (ii) the aggregate amount of the Revolving Credit Commitments of such Consenting Lender as of the Amendment No. 6 Effective Date; and
(c) All other fees and expenses (in the case of expenses, to the extent invoiced at least three (3) Business Days prior to the Amendment No. 6 Effective Date (except as otherwise reasonably agreed by the Company)) required to be paid hereunder, under the Amended Credit Agreement and under the Engagement Letter, dated as of June 17, 2020, between Citigroup Global Markets Inc. as lead arranger, and the Company, in each case on the Amendment No. 6 Effective Date, shall have been paid.
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective upon receipt by the Administrative Agent of duly executed counterparts hereof that, when taken together, bear the signatures of the Company, the Lenders party hereto (who constitute the Required Lenders) (the date on which such condition shall be satisfied, the “Amendment Effective Date”).
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective as of the date hereof, subject to the satisfaction of the following conditions precedent on such date (the date on which all of such conditions shall first be satisfied, the “Amendment Effective Date”):
(a) the Administrative Agent shall have received duly executed counterparts hereof that, when taken together, bear the signatures of the Loan Parties, the Administrative Agent, the Collateral Agent, each New Revolving Credit Lender (which New Revolving Credit Lenders constitute all of the requisite lenders under Section 10.01 of the Existing Credit Agreement) and each New Term Loan B Lender;
(b) all accrued interest, fees and other amounts owing (whether or not then due) in respect of the existing Revolving Loans (“Existing Revolving Credit Loans”) and Existing Term Loans shall have been paid in full by the Company;
(c) the Administrative Agent shall have received for the benefit of each Revolving Credit Lender under the Amended Credit Agreement an amendment fee as set forth opposite such Revolving Credit Lender’s name on Schedule IV hereto;
(d) the Administrative Agent shall have received for the benefit of each New Term Loan B Lender the fees (or original issue discount) set forth in Section 2.09(b) of the Amended Credit Agreement; and
(e) the conditions precedent set forth in Section 5.01 of the Amended Credit Agreement shall have been satisfied.
Effectiveness of this Amendment Agreement. This Amendment Agreement shall be effective as of the date first written above upon the execution and delivery of this Amendment Agreement by the Company and the Shareholders holding at least 75% of the issued and outstanding Ordinary Shares held by all the Shareholders. Except as amended by or otherwise provided in this Amendment Agreement, the terms and conditions of the Existing Shareholders Agreement shall remain in full force and effect without modification or limitation. Upon the effectiveness of this Amendment Agreement, all references to “this Agreement,” “hereof,” “hereunder” or words of like import shall mean and be a reference to the Shareholders Agreement, as amended by this Amendment Agreement; and all references to “Prior Agreement” shall mean and be a reference to the Existing Shareholders Agreement.
Effectiveness of this Amendment Agreement. Upon the execution and delivery hereof, the License Agreement shall thereupon be deemed to be amended as hereinabove set forth as fully and with the same effect as if the amendments made hereby were originally set forth in the License Agreement, and this Amendment Agreement and the License Agreement shall henceforth be read, taken and construed as one and the same instrument, but such amendments shall not operate so as to render invalid or improper any action heretofore taken under the License Agreement.
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective as of the date hereof; provided that the Administrative Agent shall have received duly executed counterparts hereof that, when taken together, bear the signatures of Holdings, the Parent Borrower, the Co-Borrower, each of the other Loan Parties, the Administrative Agent, L/C Issuer and Swing Line Lender, Existing Revolving Credit Lenders constituting Required Lenders and Required Facility Lenders (after giving effect to the prepayment of the Existing Term Loans on the Amendment Effective Date) and each New Term Lender.
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective as of the date hereof, subject to the satisfaction of the following conditions precedent on such date:
(a) the representations and warranties set forth in Section 4 above shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality shall be true in all respects) on and as of such date; and
(b) the Administrative Agent shall have received duly executed counterparts hereof that, when taken together, bear the signatures of the Loan Parties, the Administrative Agent, the Issuing Lenders and the Required Lenders (after giving effect to the prepayment of the Existing Term Loans on the Amendment Effective Date) and each New Term Lender.
Effectiveness of this Amendment Agreement. This Amendment Agreement shall become effective after notice hereof is given to the Lenders without any further action or consent of any other party to to any Loan Document if the same is not objected to in writing by the Required Lenders within five Business Days after notice thereof (such date, the “Amendment No. 11 Effective Date”).
Effectiveness of this Amendment Agreement. The effectiveness of this Amendment Agreement is subject to the satisfaction of the following conditions precedent (the date on which all of such conditions shall first be satisfied, the “Amendment Effective Date”):
(a) The Administrative Agent shall have received duly executed counterparts hereof that, when taken together, bear the signatures of the Company, each Subsidiary Guarantor, the Extending Lenders (who also constitute the Required Lenders) and the Administrative Agent.
(b) The Administrative Agent shall have received legal opinions, dated the Amendment Effective Date, of (i) Xxxxx Xxxx & Xxxxxxxx LLP, New York counsel to the Company and (ii) an in house counsel of the Company serving as either the Secretary or an Assistant Secretary of the Company, in each case addressed to the Lenders and the Administrative Agent as to matters previously agreed between the Company and the Administrative Agent.
(c) The Administrative Agent shall have received from the Company, for the account of each Extending Lender, a fee in an amount equal to 0.40% of such Extending Lender’s (or its affiliates’) aggregate 2023 Commitments under the Credit Agreement on the Amendment Effective Date.
(d) So long as reasonably requested in writing at least ten Business Days prior to the Amendment Effective Date, the Administrative Agent shall have received, at least three Business Days prior to the Amendment Effective Date, to the extent the Company qualifies as a “legal entity customer” under the Beneficial Ownership Regulation (as defined below), a certification regarding beneficial ownership as required by the Beneficial Ownership Regulation. As used herein, the term “Beneficial Ownership Regulation” shall mean 31 C.F.R. § 1010.230.
