Condition Precedent Clause Samples
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Condition Precedent. The obligations of the parties to this Agreement are subject to the Receiver and the Corporation having received at or before Bank Closing evidence reasonably satisfactory to each of any necessary approval, waiver, or other action by any governmental authority, the board of directors of the Assuming Institution, or other third party, with respect to this Agreement and the transactions contemplated hereby, the closing of the Failed Bank and the appointment of the Receiver, the chartering of the Assuming Institution, and any agreements, documents, matters or proceedings contemplated hereby or thereby.
Condition Precedent. The amendments and supplements to the Credit Agreement contained in herein shall be effective upon, and shall be subject to, the following conditions precedent:
(a) the Borrower shall have paid to the Agent, for each Lender, all fees agree to in writing by the Borrower including the fees required to be paid pursuant to Sections 3.1 and 3.2 hereof;
(b) the Borrower shall have delivered to the Agent a current certificate of compliance in respect of its jurisdiction of incorporation, certified copies of its constating documents, by-laws (or a certification there have been no changes to such documents since December 11, 2009) and the resolutions authorizing this Agreement and the transactions hereunder and an Officer’s Certificate as to the incumbency of the officers thereof signing this agreement;
(c) the Agent and the Lenders shall have received legal opinions from counsel to the Borrower respecting this Agreement and the transactions contemplated hereby in form and substance as may be required by the Agent, acting reasonably;
(d) no Default or Event of Default shall have occurred and be continuing and the representations and warranties contained in Section 8.1 of the Credit Agreement shall be true and correct in all material respects and the Borrower shall have delivered to the Agent an Officer’s Certificate confirming the same;
(e) no consents, approvals or authorizations are required for the increase in the Credit Facility (except for those that have been unconditionally obtained and are in full force and effect, unamended) and the Borrower shall have delivered to the Agent an Officer’s Certificate confirming the same; and
(f) (i) all obligations outstanding under the term credit agreement made as of September 25, 2001 between the Borrower, the persons party thereto as lenders and the Agent, as agent of such lenders (as amended and supplemented to the date hereof, the “Existing Term Credit Agreement”) shall have been paid or repaid, (ii) the Existing Term Credit Agreement shall be cancelled or matured and all guarantees and security entered into in connection therewith (if any) shall have been fully released and discharged and (iii) evidence of the foregoing satisfactory to the Agent, acting reasonably, shall have been received by the Agent. The foregoing conditions precedent are inserted for the sole benefit of the Lenders and the Agent and may be waived in writing by the Lenders, in whole or in part (with or without terms and conditions).
Condition Precedent. This Contract shall be subject to the availability and appropriation of funds and to the approval of the Commissioner of the Department of Property and Procurement.
Condition Precedent. The condition precedent in Section 2(a)(iii)(1) does not apply to a payment and delivery owing by a party if the other party shall have satisfied in full all its payment or delivery obligations under Section 2(a)(i) and shall at the relevant time have no future payment or delivery obligations, whether absolute or contingent, under Section 2(a)(i).
Condition Precedent. 3.1 This Agreement is conditional on you being selected to the Team (which will operate as a condition precedent). If you are not selected to the Team, then, pending the outcome of any successful appeal, this Agreement will not come into effect and neither party will have any claim against the other.
Condition Precedent. Condition Precedent shall mean a policy term or condition upon which the Insurer's liability under the policy is conditional upon.
Condition Precedent. The obligations of the Assignor and the Assignee hereunder shall be subject to the fulfillment of the condition that the Assignor shall have (a) received payment in full of the Purchase Price, and (b) complied with the other applicable provisions of Section 11.7 of the Credit Agreement.
Condition Precedent. This Contract shall be subject to the availability and appropriation of funds and to the approval of the Governor.
Condition Precedent. This Amendment shall become effective and be deemed effective, as of the date first above written, upon receipt by the Agent of one copy of this Amendment duly executed by each of the parties hereto.
Condition Precedent. Section 2(a)(iii) will be amended by the deletion of the words "a Potential Event of Default" in respect of obligations of Party A only.