Availability Date Sample Clauses
The Availability Date clause defines the specific date when a product, service, or resource becomes accessible to the buyer or end user. In practice, this clause sets a clear timeline for when obligations such as delivery, access, or commencement of services must begin, and may be tied to a calendar date or a triggering event. Its core function is to provide certainty and prevent disputes by establishing a mutually agreed-upon starting point for contractual responsibilities.
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Availability Date. The Availability Date for each Program episode is (a) for “Days of Our Lives,” the date of its exhibition on the applicable U.S. Network and (b) for “The Young and the Restless,” one (1) business day prior to the date of exhibition on the applicable U.S. Network, as long as Licensor has approval from such U.S. Network as to such one day pre-release; provided that in the event of such U.S. Network disapproval, (a) Licensor shall exercise reasonable efforts to re-secure such U.S. Network’s approval, (b) upon written notice from Licensor that such U.S. Network re-approval cannot be obtained, Licensor shall have the right to renegotiate the License Fees hereunder (for both “The Young and the Restless” and “Days of Our Lives”), and (c) if, after at least sixty (60) days of such renegotiation, Licensor and Licensee cannot mutually agree to appropriate License Fees, Licensee shall have the right to terminate this Agreement by written notice delivered to Licensor at least thirty (30) days prior to the effective date of termination, which such notice must be sent to Licensor no later than ninety (90one hundred twenty (120) days after Licensor’s notice that U.S. Network re-approval could not be obtained. License Period. The License Period for each Program episode commences on its Availability Date and ends on the earliest of (a) the end of the Broadcast Year in which it had its Triggering U.S. Telecast, (b) the termination of this Agreement for any reason permitted hereunder and (c) with respect to the Free/Basic TV Licensed Services (and corresponding Simulcast Licensed Services), after the completion of the Maximum Permitted Number of Exhibitions. Notwithstanding the foregoing sentence, Licensee may continue to exhibit such Program on the FOV/AVOD Catch-Up Licensed Services for the full FOD/AVOD Catch-Up Window set out in Section 6.3 herein, and for the full SVOD Standalone Window as set out in Section 6.4.1 herein, except in the event of earlier termination of this Agreement for any reason permitted hereunder.
Availability Date. The VOD Availability Date for each VOD Included Program shall be as determined by Licensor in its sole discretion; provided, however, that the VOD Availability Date for each Current Feature shall be no later than the date on which Licensor first makes such film generally available for the “standard” residential Video-On-Demand window on a non-exclusive basis for VOD distribution in the Territory (i.e., the availability date for other residential VOD distributors who do not pay additional consideration of more than a de minimus amount for an earlier date or who are not granted exhibition rights on a limited test basis).
Availability Date. Fall 2005
Availability Date. The "Availability Date" shall mean (i) the Effective Date with respect to the Minimum ▇▇▇▇▇▇▇▇ T-1 Inventory identified in Exhibit A-6 to be provided to ▇▇▇▇▇▇▇▇ as of the Effective Date, and (ii) December 31st of each calendar year following 1998 through the end of the Term with respect to each annual number of Minimum ▇▇▇▇▇▇▇▇ T-1 Inventory identified in Exhibit A-6 for such calendar year. The "Deadline Date" shall be sixty (60) days after the later of (i) such planned Availability Date or (ii) the planned Availability Date as extended due to unforeseen events not in the reasonable control of WinStar (other than as due to WinStar's negligence), Force Majeure events or as expressly permitted by this Agreement. WinStar shall make available each of its annual Minimum ▇▇▇▇▇▇▇▇ T-1 Inventories by the applicable Deadline Date. WinStar shall give ▇▇▇▇▇▇▇▇ as much prior notice as reasonably possible if, to the best of WinStar's knowledge, there is a foreseeable risk that it may miss a Deadline Date for its Minimum ▇▇▇▇▇▇▇▇ T-1 Inventory.
Availability Date. The Availability Date for each Included Program shall be (a) as set forth on Schedule A for the Included Programs on Schedule A, (b) for Included Programs added hereunder as a replacement program pursuant to Section 7, as determined by Licensor in consultation with Licensee, and (c) for Additional Programs (as defined below), determined by Licensor in its sole discretion and communicated to Licenseeas memorialized in an availability listamendment to Schedule A pursuant to Section 5.
Availability Date. The Availability Date for each Included Program shall be as determined by Licensor in its sole discretion.
Availability Date. It is the day in which ▇▇▇▇▇▇▇▇ effectively credits the amount of the credit to the CLIENT through any of the means provided in this Contract.
j) Cutoff Date. The day or days in which the CLIENT must pay to MONEYMAN the respective Partial Payment or the Total Payment including the fees, interests and other applicable accessories (as applicable) and, the day or days in which MONEYMAN marks as the end of a period of record of payments made by the CLIENT.
k) Due Date of Payment. It is the business day in which the CLIENT must pay MONEYMAN the respective Total Payment including fees, interests and other applicable accessories (as applicable).
Availability Date. The obligations of the Lenders to make Loans on the Available Date shall become effective on the date on which each of the following conditions is satisfied (or waived in accordance with Section 11.02):
(a) The Effective Date shall have occurred.
(b) The Administrative Agent and the Lead Lender shall have received a Borrowing Request acceptable to the Administrative Agent and the Lead Lender and in accordance with Section 2.02 setting forth the amount of the Loans requested by the Borrower on the Availability Date and the accounts to which such Loans are to be funded.
(c) The Administrative Agent and the Lead Lender shall be satisfied that all actions and proceedings required under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Anti-Trust Improvements Act of 1976, as amended) have been taken and the transactions required thereunder have been duly and validly taken and consummated.
(d) The representations and warranties of each Credit Party set forth in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Availability Date (other than those representations and warranties that are subject to a materiality qualifier, in which case such representations and warranties shall be true and correct in all respects), except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date (other than those representations and warranties that are subject to a materiality qualifier, in which case such representations and warranties are true and correct in all respects as of such earlier date).
(e) At the time of and immediately after giving effect to the funding of the Loans, no Default shall have occurred and be continuing.
(f) The Administrative Agent and the Lead Lender shall have received a solvency certificate dated the Availability Date and signed by a Financial Officer of the Borrower.
(g) The Administrative Agent and the Lead Lender shall have received duly executed Mortgages in form and substance reasonably satisfactory to the Administrative Agent and the Lead Lender necessary or appropriate to grant, evidence and perfect Liens on Oil and Gas Interests of the Borrower and its Restricted Subsidiaries in favor of the Administrative Agent as required by Section 6.10.
(h) The Administrative Agent and the Lead Lender shall have received evidence that arrangements have been made for (i) a director, officer or oth...
Availability Date. The availability of the Commitments provided for hereunder and the obligations of the Lenders to make Loans hereunder and the obligations of the Issuing Banks to issue Letters of Credit hereunder shall not become effective until the date on which each of the following conditions is satisfied (or waived in accordance with Section 10.02):
(a) Each of the conditions set forth in Section 4.01 above shall have been satisfied and the Effective Date shall have occurred.
(b) The Administrative Agent shall have received a certificate, dated the Availability Date and signed by a Responsible Officer of the Company, confirming compliance with the conditions set forth in paragraphs (a) and (b) of Section 4.03.
(c) The Administrative Agent, Lenders and Lead Arrangers shall have received all fees and other amounts due and payable to each such Person (including, without limitation, the fees and expenses of ▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP, as counsel to the Administrative Agent) on or prior to the Availability Date, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrowers hereunder.
(d) The Company shall have consummated a capital markets offering of at least $400,000,000, which offering shall have resulted in not less than $385,000,000 of Net Cash Proceeds; provided that, any such capital markets offering that is in the form of a debt instrument shall, in any event, have a maturity date that is no earlier than 90 days after the Maturity Date (such capital markets offering, the “Required Capital Markets Offering”).
(e) The Administrative Agent shall have received updated financial projections and forecasts with respect to the Company and its Consolidated Subsidiaries, in each case, in form and substance reasonably satisfactory to it.
(f) The Existing Credit Agreement Amendment shall be closed and effective and the Existing Commitments (as defined in the Existing Credit Agreement Amendment) of the Extending Lenders (as defined in the Existing Credit Agreement Amendment) shall have been reduced to zero and terminated.
Availability Date. The Availability Date for each Included Program shall be as determined by Licensor in its sole discretion; provided, that: The Availability Date for each Included Program shall be determined by Licensor in its sole discretion, provided, however, that the Availability Date for each Current Film shall be no later than the date on or after such Current Film’s applicable Home Video Street Date on which Licensor or any other SPE Entity first makes such Current Film available to any Other Distributor for VOD distribution in the applicable Territory. As used in this Section 3.3 only, “Home Video Street Date” shall mean the date on which such Current Film is first made available in the applicable Territory to the general public for sale or rental, whichever is earlier, in the DVD format. Notwithstanding the foregoing, Licensor may elect, in its sole discretion, to delay the Availability Date of up to ten percent (10%) of the Current Films licensed hereunder in each Territory (each, an “Earlier Avail Title”) to provide for exclusive early distribution (i.e., distribution prior to the applicable Availability Date hereunder) of each such Earlier Avail Title through any single Other Distributor on a one-off basis for VOD distribution in such Territory; provided, that: (a) the foregoing shall not be used to frustrate the purposes of this Agreement, and, in each such case, the Availability Date for such Current Film shall be no later than the date on which Licensor or any other SPE Entity makes such Current Film available to any other Other Distributor (i.e., on a non-exclusive basis) for VOD distribution in such Territory; (b) Licensee shall not be required to carry any such Earlier Avail Title in the applicable Territory; (c) except in the case where such single Other Distributor is an affiliate of Licensor, no such Earlier Avail Title may have a North American box office of greater than Seventy-Five Million dollars ($75,000,000); and (d) no more than half of all Earlier Avail Titles may be distributed on an exclusive early basis through an Other Distributor that is not an affiliate of Licensor.