JV Documents Condition Clause Samples

JV Documents Condition. The parties hereto understand that this Waiver ---------------------- and Amendment is being executed and delivered prior to the execution of definitive JV Documents (such date of the execution of definitive JV Documents to be known herein as the "JV Execution Date"). The waivers set forth in Section 2(b) above shall become effective as of the date of execution of this Waiver and Amendment only insofar as necessary to permit the Borrower and its certain Subsidiaries to execute the definitive JV Documents. The waivers in Section 2(b) above will not become fully effective to permit the "Closing" of the Joint Venture (as such term is defined in the JV Documents) until the following conditions are satisfied, and shall become null, void and unenforceable if any of the following conditions are not satisfied: (i) promptly upon execution of the definitive JV Documents, the Borrower shall have provided a copy of the executed JV Documents (including any and all schedules and exhibits thereto) to the Administrative Agent by facsimile or other electronic means or overnight mail for delivery on the date following the JV Execution Date; and (ii) the Administrative Agent, after consultation with the Lenders, but in its sole discretion, shall have determined that the representations, warranties, covenants, agreements and other provisions of the JV Documents are acceptable to the Administrative Agent and are acceptable in light of the descriptions of the Joint Venture and the JV Documents in Exhibit 1. The Administrative Agent shall, as promptly as practicable after the delivery of the JV Documents pursuant to Section 2(c)(i), notify the Borrower of its determination under Section 2(c)(ii).