Fifth Amendment Effective Date. This Amendment shall become effective as of the first date (the “Fifth Amendment Effective Date”) on which each of the following conditions shall have been satisfied (or waived by the Administrative Agent):
(a) the Administrative Agent shall have received a counterpart signature page of this Amendment duly executed by Holdings, the Borrower and each Loan Party, the Administrative Agent and certain Revolving Lenders, who shall, collectively, represent the Required Revolving Lenders;
(b) all expenses required to be paid by (or on behalf of) the Borrower to the Administrative Agent (including pursuant to Section 9.03 of the Credit Agreement and pursuant to Section 6 hereof) on or before the Fifth Amendment Effective Date shall have been (or shall substantially contemporaneously be) paid in full in cash (to the extent invoiced at least three Business Days prior to the Fifth Amendment Effective Date);
(c) the representations and warranties set forth in Article 3 of the Credit Agreement shall be true and correct in all material respects on and as of the Fifth Amendment Effective Date with the same effect as though such representations and warranties had been made on the Fifth Amendment Effective Date; provided that to the extent that any representation and warranty specifically refers to a given date or period, it shall be true and correct in all material respects as of such date or for such period;
(d) no Event of Default under Section 7 of the Credit Agreement shall be continuing at the time of or immediately after giving effect to the effectiveness of this Amendment; and
(e) the Incremental Liquidity Facility Credit Agreement shall become effective simultaneously with the Fifth Amendment Effective Date. By executing this Amendment, the Required Revolving Lenders and the Administrative Agent shall be deemed to have consented to, approved or accepted, or be satisfied with, or have waived, each of the preceding conditions. The Administrative Agent shall post a notice of effectiveness and occurrence of the Fifth Amendment Effective Date, which shall be conclusive. The Administrative Agent and the Revolving Lenders party hereto (who collectively represent the Required Revolving Lenders) acknowledge and agree that the Fifth Amendment Effective Date is September 25, 2020.
Fifth Amendment Effective Date. This Amendment, and the amendments and modifications contained herein, shall be and become effective on the date (the "Fifth Amendment Effective Date") when each of the conditions set forth in this Subpart 3.1 shall have been fulfilled to the satisfaction of the Administrative Agent (whereupon this Amendment shall be known and may be referred to as "Amendment No. 5").
Fifth Amendment Effective Date. This Amendment shall become effective as of the date first above written when and only when Administrative Agent shall have received this Amendment, executed by the Borrower, Lenders comprising Required Lenders, the Administrative Agent, Issuing Bank, and Swingline Lender and the Consent and Agreement attached to this Amendment executed by the Guarantors.
Fifth Amendment Effective Date. All of the conditions precedent set forth in this Section 3 shall be satisfied on or before September 7, 2005.
Fifth Amendment Effective Date. This Fifth Amendment (and the amendments and modifications contained herein) shall become effective as of October 1, 2019 (hereinafter “Fifth Amendment Effective Date”), when each of the conditions set forth in this Article III shall have been fulfilled to the reasonable satisfaction of Carrier and Receiver.
Fifth Amendment Effective Date. A definition of the term “Fifth Amendment Effective Date” is hereby inserted in appropriate alphabetical order, to read in its entirety as follows:
Fifth Amendment Effective Date. A new definition of “Fifth Amendment Effective Date” is added in correct alphabetical order to Section 1.01 of the Credit Agreement to read as follows:
Fifth Amendment Effective Date. As used herein, the “Fifth Amendment Effective Date” shall be the date of the closing of the acquisition of the Building and Property by Landlord. In the event that the Fifth Amendment Effective Date has not occurred by August 15, 2014, then this Fifth Amendment shall automatically be null and void and of no further force and effect.
Fifth Amendment Effective Date. August 30, 2012.
Fifth Amendment Effective Date. It is the intent of the parties hereto that this conversion of the Tranche A Term Loans and continuation of the Tranche A Term Loans as Tranche C Term Loans not constitute a novation of the obligations and liabilities of the parties under the Credit Agreement or be deemed to be evidence or constitute repayment of all or any portion of such obligations and liabilities. On the Fifth Amendment Effective Date, concurrently with the conversion referred to in this Section 2.01, the Tranche C Lender, without executing an Assignment and Acceptance Agreement, shall be deemed to have automatically purchased assignments from each Tranche A Lender of all such Tranche A Lenders' rights and obligations under this Agreement (including all outstanding Tranche A Term Loans of such Tranche A Lenders) and the other Loan Documents with respect to the Tranche A Loans (collectively, except as set forth below, the "ASSIGNED RIGHTS AND OBLIGATIONS"), and each Tranche A Lender shall be deemed to have automatically assigned and sold such Tranche A Loans to the Tranche C Lender. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the purchased Tranche A Term Loans plus accrued and unpaid interest thereon and shall be without recourse, representation or warranty, except that each Tranche A Lender shall be deemed to represent and warrant to the Tranche C Lender that the Assigned Rights and Obligations of such Tranche A Lender are not subject to any Liens created by that Lender. Upon such deemed assignment, the Tranche A Lenders, in such capacity as Tranche A Lenders, shall no longer be deemed to be parties to this Agreement. On the Fifth Amendment Effective Date, Administrative Agent shall distribute the amounts funded in accordance with Section 2.01(d) to the Tranche A Lenders entitled to receive payments, pro rata in proportion to the amount each such Lender is entitled to receive."
