Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date first written above when, and only when, each of the following conditions precedent shall have been satisfied or waived (the “Amendment No. 1 Effective Date”) by the Administrative Agent:
Conditions Precedent to the Effectiveness of this Amendment. The effectiveness of the provisions of Section 2 of this Amendment is conditioned upon, and such provisions shall not be effective until, satisfaction of the following conditions (the first date on which all of the following conditions have been satisfied being referred to herein as the “Amendment Effective Date”):
(a) The Administrative Agent shall have received, on behalf of the Lenders, this Amendment, duly executed and delivered by the Borrowers, the Administrative Agent, all of the Lenders and the Guarantors.
(b) The Administrative Agent shall have received, on behalf of the Lenders: (i) an amendment to each Real Property Security Document in form and substance satisfactory to the Administrative Agent and (ii) such endorsements as the Administrative Agent may require in connection with each existing title policy (or in lieu of such endorsements, an agreement from the title company to issue such endorsements promptly after the Amendment Effective Date).
(c) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of each Borrower and Guarantor, dated as of the Amendment Effective Date, certifying (A) that attached thereto are true and correct copies of resolutions duly adopted by the board of directors of such Borrower or Guarantor and continuing in effect, which authorize the execution, delivery and performance by such Borrower or Guarantor of this Amendment and the Amended Credit Agreement (as defined below) and the consummation of the transactions contemplated hereby and thereby and (B) the incumbency, signatures and authority of the officers of such Borrower or Guarantor authorized to execute, deliver and perform this Amendment and all other documents, instruments or agreements related hereto executed or to be executed by such Borrower or Guarantor;
(d) The Administrative Agent shall have received a certificate of a Responsible Officer of each Borrower, dated as of the Amendment Effective Date, certifying (A) that the representations and warranties set forth in this Amendment are true and correct in all material respects as of the Amendment Effective Date (except for such representations and warranties made as of a specified date, which shall be true as of such date), (B) that no Default or Event of Default has occurred and is continuing as of the Amendment Effective Date and (C) that there are no proceedings for the dissolution or liquidation of any Borrower or any Guarantor;
(e) The Administrative Agen...
Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date when, and only when, each of the following conditions precedent shall have been (or are or will be substantially concurrently therewith) satisfied (the “Amendment No. 1 Effective Date”):
(a) the Administrative Agent shall have received (i) this Amendment, duly executed and delivered by (x) the Company, and (y) Lenders constituting the Required Lenders;
(b) the Company shall have paid all fees and expenses payable to the Lenders, Administrative Agent and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated (the “Amendment No. 1 Lead Arranger”) on the Amendment No. 1 Effective Date, including as set forth in Section 3 hereof (to the extent invoiced);
(c) the Administrative Agent shall have received a satisfactory legal opinion of Xxxxx Day; and
(d) the Administrative Agent shall have received such other documents, instruments, agreements or information as may be reasonably requested by the Administrative Agent. All corporate and legal proceedings and all instruments and agreements relating to the transactions contemplated by this Amendment No. 1 or in any other document delivered in connection herewith shall be reasonably satisfactory in form and substance to the Administrative Agent and its counsel, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams, if any, which the Administrative Agent may reasonably have requested, such documents and papers where appropriate to be certified by proper corporate or governmental authorities. The documents referred to in this Section 2(d) shall be delivered to the Administrative Agent no later than the Amendment No. 1 Effective Date.
Conditions Precedent to the Effectiveness of this Amendment. The effectiveness of this Amendment shall be expressly subject to the following conditions precedent:
Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the first date (such date being referred to as the “Amendment No. 4 Effective Date”) when each of the following conditions shall have been satisfied:
(a) The Administrative Agent (or its counsel) shall have received (A) from the Additional Refinancing Lenders, the Required Lenders (which shall include the Additional Refinancing Lenders), Holdco, the Borrower, the Administrative Agent and the Subsidiary Loan Parties a counterpart of this Amendment signed on behalf of such party and (B) from the Borrower, Note(s) executed by Borrower for each Lender that requests such Note(s) at least one Business Day prior to the Amendment No. 4 Effective Date.
(b) The Administrative Agent shall have received a written opinion (addressed to the Administrative Agent and the Lenders and dated the Amendment No. 4 Effective Date) of Xxxxxxxx & Xxxxx LLP, counsel for the Loan Parties, in form and substance reasonably acceptable to the Administrative Agent. Each of Borrower and Holdco hereby requests such counsel to deliver such opinion.
(c) The Administrative Agent shall have received: (i) a copy of each Organizational Document of the Borrower and Holdco and, to the extent applicable, certified as of a recent date by the appropriate governmental official; (ii) signature and incumbency certificates of the officers of each Loan Party executing the Loan Documents to which it is a party (or a certification that there have been no changes to such officers since the applicable signature and incumbency certificate delivered on the Closing Date, Amendment No. 1 Effective Date or Amendment No. 2 Effective Date, as applicable); (iii) resolutions of the board of directors or similar governing body of each Loan Party approving and authorizing the execution, delivery and performance of this Amendment and the other documents to which such Loan Party is a party as of the Amendment No. 4 Effective Date, certified as of the Amendment No. 4 Effective Date by such Loan Party as being in full force and effect without modification or amendment; and (iv) a good standing certificate (to the extent such concept is known in the relevant jurisdiction) from the applicable Governmental Authority of Holdco’s and the Borrower’s respective jurisdiction of incorporation, organization or formation dated a recent date prior to the Amendment No. 4 Effective Date.
(d) The Administrative Agent shall have received a certificate, dated the Amendment No. 4 Effective Date and...
Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date hereof (the “Amendment Effective Date”) when the Administrative Agent shall have received this Amendment, duly executed by the Borrower, the Subsidiary Guarantors and the Administrative Agent.
Conditions Precedent to the Effectiveness of this Amendment. This Agreement shall become effective as of the date first written above (the “Amendment and Restatement Date”), and the obligations of the Lenders under the Amended and Restated Credit Agreement shall be subject to, satisfaction or waiver of each of the conditions precedent set forth in this Section 4 hereof.
Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date first written above when, and only when, each of the following conditions precedent shall have been satisfied (the “Amendment No. 3 Effective Date”):
Conditions Precedent to the Effectiveness of this Amendment. The ----------------------------------------------------------- effectiveness of this Amendment is subject to the fulfillment, to the satisfaction of Foothill and its counsel, of each of the following conditions:
a. Foothill shall have received an amendment fee of Fifty Thousand Dollars ($50,000), which fee is earned in full by Foothill, due and payable by Borrower to Foothill concurrently with the execution and delivery of this Amendment by Borrower, and non-refundable when paid;
b. Foothill shall have received the reaffirmation and consent attached hereto as Exhibit A, duly executed by each Guarantor, and such document --------- shall be in full force and effect;
c. The representations and warranties in this Amendment, the Agreement as amended by this Amendment, and the other Loan Documents shall be true and correct in all respects on and as of the date hereof, as though made on such date (except to the extent that such representations and warranties relate solely to an earlier date);
d. After giving effect hereto, no Event of Default or event which with the giving of notice or passage of time would constitute an Event of Default shall have occurred and be continuing on the date hereof, nor shall result from the consummation of the transactions contemplated herein;
e. No injunction, writ, restraining order, or other order of any nature prohibiting, directly or indirectly, the consummation of the transactions contemplated herein shall have been issued and remain in force by any governmental authority against Borrower, FRI-MRD, any Guarantor, Foothill, or any of their Affiliates; and
f. No material adverse change shall have occurred in the financial condition of Borrower, FRI-MRD, any Guarantor, or in the value of the Collateral.
Conditions Precedent to the Effectiveness of this Amendment. This Amendment shall become effective as of the date hereof on the date (the "Amendment Effective Date") when the following conditions precedent have been satisfied (unless waived by the undersigned Lenders):
14.01 The Agent shall have received on or before the Amendment Effective Date all of the following, all of which, except as otherwise specifically described below, shall be in form and substance satisfactory to the Agent and the undersigned and in sufficient copies for each of the Lenders party to this Amendment:
(i) This Amendment duly executed by the Borrower and each of the Lenders which is set forth on the signature pages hereto;
(ii) New Revolving Credit Notes dated the Amendment Effective Date and made by the Borrower in favor of the Revolving Credit Lenders in the aggregate principal amount of $60,000,000 evidencing the Obligations to repay the Revolving Loans;
(iii) Any amendments to the Real Property Security Documents listed in Section C of the List of Closing Documents attached to the Credit Agreement as Exhibit F (the "Closing List") which the Agent deems necessary or desirable in connection with the increase in the aggregate Revolving Credit Commitments from $50,000,000 to $60,000,000, together with such endorsements to Title Policies, certified Surveys, and local counsel opinions with respect thereto and such other agreements, documents and instruments which the Agent deems necessary or desirable;
(iv) A favorable opinion of Weil, Gotshal & Xxxxxx, counsel to the Borrower and the Guarantors, dated the Amendment Effective Date and addressed to the Agent, the Lenders and the Issuing Banks, with respect to such matters relating to this Amendment as the Agent may reasonably request, including with respect to the 12% Debenture Indenture and the 12.25% Debenture Indenture and a favorable opinion of Xxxxxx X. Xxxx, general counsel of the Borrower and the Guarantors, dated the Amendment Effective Date and addressed to the Agent, the Lenders and the Issuing Banks, with respect to such matters relating to this Amendment as the Agent may reasonably request; without limiting the foregoing, the Borrower and the Guarantors hereby direct their counsel, Weil, Gotshal & Xxxxxx, and their general counsel, Xxxxxx X. Xxxx, to prepare and deliver to the Agent, the Lenders, the Issuing Banks and Sidley & Austin, such opinions;
(v) An updated Borrowing Base Certificate (including, without limitation, information with respect to Eligible Fixed Assets), certifie...
