Common use of Second Amendment Effective Date Clause in Contracts

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 Amendment will shall become effective on November 7, 2001 or as of the first Business Day thereafter as of date (the “Second Amendment Effective Date”) on which each of the following conditions precedent has shall have been satisfied (or waived in accordance with Section 9.02 of the "Second Amendment Effective Date"Credit Agreement): (a) The the Administrative Agent has shall have received from the Company and the Required Banks a duly executed original or facsimile counterpart signature page of this Amendment (any such facsimiles to be promptly followed duly executed by Holdings, U.S. HoldCo 1, U.S. HoldCo 2, the originals thereof).Borrower, the Administrative Agent and Lenders who shall constitute the Required Lenders; (b) The "Second Amendment Effective Date" as defined in all fees and expenses required to be paid by (or on behalf of) the Second Amendment Borrower to the Amended and Restated Credit Agreement of even date herewith has occurred Administrative Agent or is occurring contemporaneously as of any arranger pursuant to any fee letter with the Borrower on or before the Second Amendment Effective Date hereunder. shall have been (cor shall substantially contemporaneously be) The Agent has received an opinion paid in full in cash (and in the case of ▇▇▇▇▇▇▇ & ▇▇▇▇▇ LLPexpenses, 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 extent invoiced at least three Business Days prior to the Second Amendment Effective Date from or such shorter period agreed by the dispositions Borrower in its sole discretion); (c) the representations and warranties of property described each Loan Party set forth herein and in the Loan Documents shall be true and correct in all material respects on Schedule 5(d)and as of the Second Amendment Effective Date; provided that, such Net Proceeds to be applied to the prepayment 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; provided, further, that any representation and warranty that is qualified by materiality or reference to Material Adverse Effect shall be true and correct in all respects, taking into account such materiality or reference to Material Adverse Effect, on the Facility B Loans in the manner described in Section 2.7(a) of the AgreementSecond Amendment Effective Date or on such earlier date, as amended by the case may be; (d) at the time of and immediately after giving effect to this Second Amendment., no Default or Event of Default shall have occurred and be continuing; and (e) The Company the Administrative Agent shall have paid to received a certificate, dated the Agent, for Second Amendment Effective Date and signed by a Financial Officer or the account of each Bank that has executed President or 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 Vice President of the fees and other amounts due and payable to Banc of America Securities LLC ("BAS")Borrower, including, without limitation, confirming compliance with the fees conditions set forth in that certain Engagement Letter dated as paragraphs (c) and (d) of August 28, 2001, between the Company and BASthis Section 4.

Second Amendment Effective Date. This The effectiveness of this Second Amendment will become effective on November 7, 2001 is subject to the satisfaction (or the first Business Day thereafter as of which each written waiver) of the following conditions precedent has been satisfied (the "date of satisfaction of such conditions being referred to herein as the “Second Amendment Effective Date"”): (a) The Administrative Agent shall have received counterparts (or written evidence satisfactory to the Administrative Agent (which may include a facsimile or other electronic transmission) that such party has received from the Company and the Required Banks signed a counterpart) of this Second Amendment duly executed original or facsimile counterpart of this Amendment by (any such facsimiles to be promptly followed by i) each Loan Party, (ii) the originals thereof)Administrative Agent, (iii) Lenders constituting Required Revolving Lenders, and (iv) each L/C Issuer. (b) The "Borrower shall have paid all fees, compensation and reasonable and documented expenses (including, without limitation, reasonable and documented legal fees and expenses) of the Administrative Agent, the Second Amendment Lead Arranger and the Revolving Credit Lenders due and payable on or prior to the Second Amendment Effective Date (including pursuant to that certain Fee Letter, dated as of March 10, 2023, by and among the Borrower and the Second Amendment Lead Arranger). The Borrower shall have paid to the Administrative Agent, for the account of each Consenting Lender, a consent fee (“Consent Fee”) equal to 0.15% of the amount of such ▇▇▇▇▇▇’s Revolving Credit Commitments (whether drawn or undrawn) on the Second Amendment Effective Date" as defined . Payment of each Consent Fee will be made in immediately available funds in Dollars and will not be subject to counterclaim or set-off for, or be otherwise affected by, any claim or dispute relating to any other matter. (c) After giving effect to the amendments to the Credit Agreement contemplated by this Second Amendment, no Default or Event of Default has occurred and is continuing on the Second Amendment Effective Date both before and immediately after giving effect to the Amended transactions contemplated hereunder. (d) Each of the representations and Restated Credit Agreement warranties made by any Loan Party in Article III of even date herewith has occurred this Second Amendment, and in or is occurring contemporaneously pursuant to the Loan Documents shall be true and correct in all material respects on and as of the Second Amendment Effective Date hereunder. (c) The Agent has received an opinion as if made on and as 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 Date, except to the dispositions extent that such representations and warranties refer to an earlier date, in which case they shall be true and correct in all material respects as of property described on Schedule 5(d)such earlier date; provided that, in each case, such Net Proceeds materiality qualifier shall not be applicable to be applied to the prepayment of the Facility B Loans any representations and warranties that already are qualified or modified by materiality in the manner described in Section 2.7(a) of the Agreement, as amended by this Second Amendmenttext thereof. (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 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 Facility B 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. (fe) 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 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 Each of the Company Borrower, the Equityholder, the Seller 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 Collateral Manager hereby confirms, acknowledges and Restated Credit Agreement of even date herewith has occurred or is occurring contemporaneously agrees as of the Second Amendment Effective Date hereunder. (c) The Agent has received an opinion that its obligations contained in each of ▇▇▇▇▇▇▇ & ▇▇▇▇▇ LLPthe Transaction Documents to which it is a party are, as counsel to the Company and the Partner Entities addressed to the Agent and the Banksshall continue, in form full force and substance reasonably satisfactory effect and are hereby ratified and confirmed in all respects, except that, on and after the Second Amendment Effective Date, each reference in the Transaction Documents to “the Required Banks. (d) The Company Loan and Security Agreement”, “thereunder”, “thereof” or words of like import shall have paid mean and be a reference to the Agent an amount equal to $8,000,000 representing the aggregate Net Proceeds received by the Company this Agreement as amended and its Subsidiaries prior to restated on the Second Amendment Effective Date from and each reference in the dispositions Transaction Documents to “the Securities Account Control Agreement”, “thereunder”, “thereof” or words of property described on Schedule 5(d), such Net Proceeds to like import shall mean and be applied a reference to the prepayment Securities Account Control Agreement as amended and restated as of the Facility B Loans Second Amendment Effective Date. Each of the Borrower, the Equityholder, the Seller and the Collateral Manager acknowledges that it expects to receive substantial direct and indirect benefits as a result of the amendments made to the Agreement as of the Second Amendment Effective Date and the transactions contemplated hereby and (x) reaffirms its obligations under this Agreement and each other Transaction Document to which it is a party, (y) reaffirms all Liens on the Collateral which have been granted by it in favor of the Administrative Agent pursuant to the Transaction Documents and (z) acknowledges and agrees that the grants of security interests by and the guarantees of the Borrower, the Equityholder, the Seller and the Collateral Manager, as applicable, contained in the manner described Transaction Documents are, and shall remain, in Section 2.7(a) full force and effect immediately after giving effect to the amendments made to this Agreement as of the Second Amendment Effective Date. This Agreement constitute a “Transaction Document” for all purposes of the Loan and Security Agreement, as amended by this Second Amendmentthe Securities Account Control Agreement and the other Transaction Documents. (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.