Second Amendment Effective Date Sample Clauses
The "Second Amendment Effective Date" clause defines the specific date on which the terms and changes introduced by a second amendment to an agreement become legally binding. In practice, this clause identifies the exact day from which all parties must comply with the revised obligations or benefits outlined in the amendment, regardless of when the amendment was signed or negotiated. By clearly establishing when the new terms take effect, this clause ensures clarity and prevents disputes over the timing of contractual changes.
Second Amendment Effective Date. This Amendment shall be and become effective as of the date hereof (the “Second Amendment Effective Date”) when all of the conditions set forth in this Part 3 shall have been satisfied, and thereafter this Amendment shall be known, and may be referred to, as the “Second Amendment”.
Second Amendment Effective Date. This Amendment shall become effective as of the first date (the “Second Amendment Effective Date”) on which each of the following conditions shall have been satisfied (or waived by the Required Lenders and the Administrative Agent):
(a) The Administrative Agent shall have received a counterpart signature page of this Amendment duly executed by each Obligor, the Administrative Agent and the Lenders constituting the Required Lenders.
(b) The Administrative Agent shall have received a certificate signed by a Responsible Officer of each Obligor (i) certifying that attached thereto are resolutions evidencing necessary corporate action on their part approving and authorizing the execution, delivery and performance of this Amendment and approving and authorizing the manner in which and by whom this Amendment are to be executed and delivered, and (ii) attaching signature and incumbency certificates of the Responsible Officers of such Obligor executing this Amendment.
(c) The Administrative Agent shall have received a certificate of status, compliance, good standing or like certificate with respect to each Obligor issued by the appropriate government officials of the jurisdiction of its incorporation or amalgamation, as applicable.
(d) The Administrative Agent shall have received a favourable opinion of Stikeman Elliott LLP, Canadian counsel to the Borrower, and S▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & B▇▇▇▇▇▇▇ LLP, United States counsel to the Borrower, in form and substance acceptable to the Administrative Agent and the Lenders, addressed to the Administrative Agent, the Lenders and L▇▇▇▇▇▇’ Counsel;
(e) The Administrative Agent shall have received a Notice of Borrowing prior to the Drawdown Date as required in Section 7.3 of the Amended Credit Agreement;
(f) All fees required to be paid on the Second Amendment Effective Date pursuant to that certain Fee Letter, dated as of December 19, 2022 (the “Fee Letter”), among the Canadian Borrower and the Administrative Agent; and
(g) On and as of the Second Amendment Effective Date the representations and warranties of the Obligors set forth in SECTION 4 hereof shall be true and correct.
Second Amendment Effective Date. This Amendment will become effective on November 7, 2001 or the first Business Day thereafter as of which each of the following conditions precedent has been satisfied (the "Second Amendment Effective Date"):
(a) The Agent has received from the Company and the Required Banks a duly executed original or facsimile counterpart of this Amendment (any such facsimiles to be promptly followed by the originals thereof).
(b) The "Second Amendment Effective Date" as defined in the Second Amendment to the Amended and Restated Credit Agreement of even date herewith has occurred or is occurring contemporaneously as of the Second Amendment Effective Date hereunder.
(c) The Agent has received an opinion of ▇▇▇▇▇▇▇ & ▇▇▇▇▇ LLP, as counsel to the Company and the Partner Entities addressed to the Agent and the Banks, in form and substance reasonably satisfactory to the Required Banks.
(d) The Company shall have paid to the Agent an amount equal to $8,000,000 representing the aggregate Net Proceeds received by the Company and its Subsidiaries prior to the Second Amendment Effective Date from the dispositions of property described on Schedule 5(d), such Net Proceeds to be applied to the prepayment of the Facility B Loans in the manner described in Section 2.7(a) of the Agreement, as amended by this Second Amendment.
(e) The Company shall have paid to the Agent, for the account of each Bank that has executed a counterpart of this Amendment and delivered (by hard copy or facsimile) the same to the Agent or its counsel by 5:00 p.m. (Charlotte, North Carolina time) on the date hereof, a nonrefundable amendment fee in an amount equal to such Bank's Commitment multiplied by 0.50%; which amounts the Company hereby covenants to pay to the Agent for the account of such Banks on demand.
(f) The Company shall have paid all of the fees and other amounts due and payable to Banc of America Securities LLC ("BAS"), including, without limitation, the fees set forth in that certain Engagement Letter dated as of August 28, 2001, between the Company and BAS.
Second Amendment Effective Date. This Second Amendment shall become effective (the “Second Amendment Effective Date”) when the Administrative Agent shall have received counterparts of this Second Amendment, which collectively shall have been duly executed on behalf of each of the Borrower, the Guarantors, the Administrative Agent and the Required Lenders.
Second Amendment Effective Date. The Second Amendment Effective Date shall have occurred.
Second Amendment Effective Date. This Second Amendment shall be effective as of July 22, 1999 (the "Second Amendment Effective Date") upon the receipt by the Administrative Agent of this Second Amendment duly executed by all parties hereto.
Second Amendment Effective Date. The amendment and restatement of the Existing Credit Agreement contemplated by this Agreement and the obligations of the Lenders to make
Second Amendment Effective Date. On the Second Amendment Effective Date, the Company, Research and Cequent shall issue to the Purchasers, on a pro-rata basis based on the original principal amount of the Notes issued to each Purchaser on the Closing Date, Warrants to purchase such number of shares of Common Stock as is equal to twenty percent (20%) of the quotient obtained by dividing: (i) the remaining unpaid principal amount under the Notes calculated on the Second Amendment Effective Date by (ii) the VWAP of the Common Stock for the twenty (20) Trading Day period immediately preceding the Second Amendment Effective Date, which Warrants shall have an exercise price per share equal to the VWAP of the Common Stock for the twenty (20) Trading Day period immediately preceding the Second Amendment Effective Date, contain full ratchet anti-dilution protection (with no corresponding increase in the number of underlying shares) with respect to financing transactions consummated on or prior to June 30, 2014, and otherwise contain substantially equivalent terms and provisions as the Warrants that were issued to the Purchasers on the Closing Date.
Second Amendment Effective Date. The obligation of each Lender holding a Second Amendment Effective Date Term Loan Commitment to make a Loan on the Second Amendment Effective Date is subject to the satisfaction, or waiver in accordance with Section 10.5, of the following conditions on or before the Second Amendment Effective Date:
Second Amendment Effective Date. The effectiveness of the Second Amendment and the obligations of the Lenders to make Loans and of the Issuing Lenders to issue Letters of Credit hereunder is subject to satisfaction (or waiver by the Required Lenders) of the following conditions precedent: