Effectiveness, Etc Sample Clauses

Effectiveness, Etc. (a) This Restatement Agreement shall become effective at the time the Administrative Agent (or its counsel) shall have received counterparts of this Restatement Agreement that, when taken together, bear the signatures of (i) the Borrower, (ii) the other Loan Parties as of the date hereof, (iii) the Administrative Agent, (iv) the Collateral Agent, and (v) the Existing Lenders and Refinancing Lenders, in each case signed on behalf of each such party (including via any electronic means) or evidence satisfactory to the Administrative Agent (which may include a facsimile or other electronic imaging transmission) that such party has signed such a counterpart. (b) The Amended and Restated Credit Agreement shall become effective and the obligations of the Refinancing Lenders to make Loans under the Amended and Restated Credit Agreement shall commence at the time (the “Amendment and Restatement Effective Date”) when each of the following conditions has been satisfied (or waived): (i) The Administrative Agent shall have received the Agent Fee Letter signed on behalf of each party thereto (including via any electronic means) or evidence satisfactory to the Administrative Agent (which may include a facsimile or other electronic imaging transmission) that such party has signed such a counterpart. (ii) The Administrative Agent shall have received, on behalf of itself and the Lenders, a favorable written opinion of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, counsel for the Borrower, of ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, P.A., counsel for certain Loan Parties, and of De Brauw Blackstone Westbroek N.V., counsel for the Lenders, in each case (1) dated the Amendment and Restatement Effective Date, (2) addressed to the Administrative Agent and the Lenders, and (3) in form and substance reasonably satisfactory to the Required Lenders, covering such matters customarily covered in opinions of this type as the Required Lenders shall reasonably request, and the Borrower hereby requests such counsel to deliver such opinions. (iii) The representations and warranties of the Borrower and each other Loan Party contained in Article III of the Amended and Restated Credit Agreement or any other Loan Document shall be true and correct in all material respects on and as of the Amendment and Restatement Effective Date; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; prov...

Effectiveness, Etc. The Company agrees to use its best efforts to effect the registration and the sale of the Registrable Securities requested to be registered pursuant to this Section 2 in accordance with the intended method of disposition thereof as quickly as practical; except that the Company may terminate such registration in its sole discretion and for any reason.

Effectiveness, Etc. This Letter Amendment shall become effective as of the date first above written when, and only when (a) the Agent shall have received counterparts of this Letter Amendment executed by the undersigned and the Required Lenders or, as to any of the Lenders, advice satisfactory to the Agent that such Lender has executed this Letter Amendment and (b) the undersigned shall have paid to the Agent for the account of the Lenders an amendment fee equal to 0.05% of the aggregate Commitments of the Lenders that approve this Letter Amendment on or before May 2, 2007. This Letter Amendment is subject to the provisions of Section 9.01 of the Credit Agreement.

Effectiveness, Etc. Without qualifying the provisions of Section 1.01 of this Second Supplemental Indenture, this Second Supplemental Indenture will take effect immediately upon execution thereof by the parties hereto.

Effectiveness, Etc. OF SENIOR LOAN AGREEMENT. Each of the following shall have occurred (and the Purchaser, including as the Representative Noteholder, shall have received a certificate, dated the Closing Date, in the form of EXHIBIT I hereto confirming INTER ALIA that): (a) SMCI and Fleet and the other Senior Lenders shall have executed and delivered the Senior Loan Agreement in substantially the form furnished to the Purchaser prior to the execution and delivery of this Agreement (including without any amendment or other modification of any of the definitions of Section 1.1 thereof which are stated in SECTION 1.1 to be used herein with meanings provided or referred to therein); and (b) all conditions in the Senior Loan Agreement to obtaining the initial Senior Loans (including Sections 11.13, 11.18, 11.19 and 12.1 thereof) shall have been satisfied without recourse to any provision permitting the waiver by any party thereto of any condition, obligation, covenant or other requirement, and SMCI shall have received proceeds of the initial Senior Loans in an aggregate principal amount not to exceed $72,000,000.

Effectiveness, Etc. Each party will advise the other parties, promptly after it receives notice thereof, of the time when the Form S-1 has become effective, the issuance of any stop order, the suspension of the qualification of the Common Stock of the Company for offering or sale in any jurisdiction, or any request by the SEC for amendment of the Form S-1. If at any time prior to such effective time any information relating to any Stockholder, or any of such Stockholder’s respective Affiliates, officers, directors, partners or members, should be discovered by such Stockholder, which information should be set forth in an amendment or supplement to the Form S-1 (or any preliminary prospectus included therein) so that any of such documents would not include any misstatement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, the party which discovers such information shall promptly notify the other parties hereto and, to the extent required by law, rules and regulations, an appropriate amendment or supplement describing such information shall be promptly filed with the SEC and disseminated to prospective purchasers of securities in the offering. The parties further agree to prepare, execute and deliver such documents, financial statements and agreements, including without limitation a customary lock-up agreement, as are required by relevant securities laws, the rules of the applicable securities exchange, the underwriters or as are necessary or desirable to effect a Qualified Public Offering.

Effectiveness, Etc. This Agreement shall become effective upon the execution and delivery hereof by the parties hereto. If this Agreement shall be terminated by the Initial Purchaser because of any failure or refusal on the part of the Company to comply with the terms or to fulfill any of the conditions of this Agreement, or if for any reason the Company shall be unable to perform its obligations under this Agreement, the Company will reimburse the Initial Purchaser for all out-of-pocket expenses (including the fees and disbursements of its counsel) reasonably incurred by the Initial Purchaser in connection with this Agreement or the offering contemplated hereunder.

Effectiveness, Etc. The submission of this Lease to Tenant shall not constitute an offer by Landlord to execute and exchange a Lease with Tenant and is made subject to Landlord's acceptance, execution and delivery thereof.

Effectiveness, Etc. URI agrees to use its best efforts to have such registration statement requested pursuant to Section 2(a) declared effective under the Securities Act as soon as practicable after filing and to keep such registration statement (as well as any Shelf Registrations during distributions of Registrable Securities after a TakeDown pursuant to Section 3(c) hereof) continuously effective until ninety days after the effective date (or the Take-Down Date, as applicable) or such earlier date at which the distribution is completed. Notwithstanding the foregoing, if (i) the Board of Directors of URI determines, in good faith, that such registration would be materially detrimental to URI and the Board of Directors of URI concludes, as a result, that it is essential to delay the filing of such registration statement, and (ii) the Company shall furnish to the Holders a certificate signed by the president of the Company stating that in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company for such registration statement to be filed without delay and that it is, therefore, essential to delay the filing of such registration statement, then URI shall have the right to delay such filing but may not delay the filing for a period of more than 90 days after receipt of the initial request. In the event any filing is delayed, the two-year period during which demands pursuant to Section 2(a) hereof may be made shall be extended by one day for every day of delay. URI further agrees, if necessary, to supplement or amend such registration statement requested pursuant to Section 2(a) (as well as any Take-Down pursuant to Section 3(c)), if required by (x) the registration form utilized by URI for such registration statement or by the instructions applicable to such registration form, (y) the Securities Act or the rules and regulations thereunder or (z) the Holders of (or any underwriter(s) for) any shares of the Registrable Securities covered by such registration statement with respect to information concerning such Holders or underwriter(s). URI agrees to furnish to the Holders of the Registrable Securities copies of any such supplement or amendment prior to its being used or filed with the Commission. URI will pay all Registration Expenses (as hereinafter defined) in connection with such registration statements requested pursuant to Section 2(a), whether or not it becomes effective, and such Take-Downs pursuant to Section 3(c...