Signing Date Sample Clauses
The Signing Date clause defines the specific date on which the parties formally execute the agreement. This date is typically recorded on the signature page and may differ from the effective date, which is when the agreement's terms actually begin to apply. By clearly establishing when the contract was signed, this clause helps prevent disputes about the timing of obligations and ensures clarity regarding the commencement of the parties' legal commitments.
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Signing Date. The effectiveness of this Agreement is subject to the satisfaction (or waiver in accordance with Section 9.08) of the following conditions:
(a) The Administrative Agent shall have received from each of the Initial Borrower, the Issuing Banks and the Lenders a counterpart of this Agreement signed on behalf of such party.
(b) The Administrative Agent shall have received from JCI a counterpart of the Guarantee Agreement signed thereby.
(c) The Agents shall have received all fees due and payable thereto or to any Lender on or prior to the Signing Date and, to the extent invoiced at least three (3) Business Days prior to the Signing Date, reimbursement or payment of all reasonable and documented out-of-pocket expenses (including reasonable fees, charges and disbursements of ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP, Linklaters LLP, ▇▇▇▇▇▇▇ Global Group Services Limited and ▇▇▇▇▇▇▇▇) required to be reimbursed or paid by the Loan Parties hereunder, under the Fee Letter or this Agreement on or prior to the Signing Date.
Signing Date. This Agreement shall become effective on the first date (the “Signing Date”) on which each of the following conditions is satisfied (or waived in accordance with Section 9.02):
(a) The Administrative Agent (or its counsel) shall have received from each party hereto either (A) a counterpart of this Agreement signed on behalf of such party or (B) written evidence reasonably satisfactory to the Administrative Agent (which may include facsimile or electronic transmission of a signed signature page of this Agreement) that such party has signed a counterpart of this Agreement.
(b) The Administrative Agent shall have received a certificate, dated the Signing Date and signed by the President, a Vice President or a Financial Officer of the Company, certifying that the representations and warranties contained in Sections 3.01 through 3.05 are true and correct in all material respects (or, in the case of any representation or warranty qualified by materiality or Material Adverse Effect, in all respects) as of such date except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or, in the case of any representation or warranty qualified by materiality or Material Adverse Effect, in all respects) as of such earlier date.
Signing Date. This Agreement shall be deemed executed by the parties hereto on the Signing Date upon the fulfillment, to the satisfaction of the Agents and each Lender, of each of the following conditions precedent on or before the Signing Date:
Signing Date. The Signing Date shall have occurred.
Signing Date. This Agreement (but not the Lenders’ Commitments hereunder) shall become effective and shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns on and as of the first date (the “Signing Date”) on which the Administrative Agent shall have received counterparts hereof signed by each of the parties hereto on the date hereof (or, in the case of any party as to which an executed counterpart shall not have been received, receipt by the Administrative Agent in form satisfactory to it of facsimile transmission, other electronic transmission or other written confirmation from such party of execution of a counterpart hereof signed by such party).
Signing Date. The effectiveness of this Agreement on the Signing Date is subject to satisfaction (or waiver in accordance with Section 9.02) of the following conditions:
Signing Date. The signing date of this Agreement is the date in which the Company and the Management Venture signed this Agreement, that will be no later than forty five (45) days of the date that the Management Venture was announce as the Successful Bidder in the Tender, unless a later date was determined by the Company (Which in any case shall not be later than one hundred and twenty (120) days from the date of the announcement of the Management Venture as the Successful Bidder) (the “Signing Date”); if the Company and the Management Venture do not sign the Agreement on the same date, the Signing Date will be the date that the Agreement was signed by the Company. Unless otherwise expressly provided in any of the Agreement documents, any provisions of the Agreement documents and any undertaking of the parties by virtue of such documents will enter into force upon the Signing Date. The Management Venture declares, represents and warrants that until the Signing Date it fulfilled all the terms and conditions set forth herein below and delivered to the Company all the documents set forth herein below:
2.2.1. The Performance Bond, in the form of Appendix H (Form of Performance Bond) that shall be attached to this Agreement as Attachment 1;
2.2.2. Letters of undertaking in the form of Appendix D (Declaration and undertaking letters forms) signed by each one of the Management Team Members, that will be attached to this Agreement as Attachment 2;
2.2.3. Insurance policies and signed insurance certificates, in the form set forth in Appendix E (Insurance) pursuant to the provisions set forth in Appendix E (Insurance), the copies of which will be attached to this Agreement as Attachment 3 (Insurance Certificates) and as Attachment 4 (Insurance Policies), respectively.
2.2.4. An affidavit in the form set forth in Appendix F (Form of Declaration as to Obtaining Approvals and Permits) as to obtaining all approvals and permits required under any Law for the provision of the Services, including work permits in Israel, that will be attached to this Agreement as Attachment 5.
2.2.5. The company approved all the Management Team Members pursuant to the provisions set forth in Section 2.3.1 (selection of the Management Team Members)
2.2.6. Each one of the Management Team Members that is required to be present in Israel upon the Signing Date pursuant to Attachment C (Presence of the Management Team Members in Israel) of Appendix B (the Services) of the Agreement, is present in Israel;
2.2.7...
Signing Date. The effectiveness of this Agreement is subject to the satisfaction (or waiver in accordance with Section 9.02) of the following conditions (and, in the case of each document specified in this Section to be received by the Administrative Agent, such document shall be in form and substance satisfactory to the Administrative Agent and each Lender):
Signing Date. The effectiveness of this Agreement is subject to the satisfaction (or waiver in accordance with Section 9.02) of the following conditions (it being understood for the avoidance of doubt that extensions of credit hereunder shall be subject to (i) the satisfaction (or waiver in accordance with Section 9.02) of the conditions set forth in Section 4.02 and (ii) the satisfaction (or waiver in accordance with Section 9.02) of the conditions set forth in Section 4.03 or Section 4.04, as applicable):
(a) The Administrative Agent (or its counsel) shall have received from each party hereto a counterpart of this Agreement and each other Loan Document to which the Borrower is a party, signed on behalf of the Borrower.
(b) The Administrative Agent shall have received a written opinion (addressed to the Administrative Agent and the Lenders and dated the Signing Date) of ▇▇▇▇▇▇▇, Arps, Slate, ▇▇▇▇▇▇▇ & ▇▇▇▇ LLP, counsel for the Borrower in form and substance reasonably satisfactory to the Administrative Agent. The Borrower hereby requests such counsel to deliver such opinion.
(c) The Administrative Agent shall have received (i) certified copies of the resolutions of the board of directors (or comparable governing body) of the Borrower approving the transactions contemplated by the Loan Documents and the execution and delivery of such Loan Documents to be delivered by the Borrower on the Signing Date, and all documents evidencing other necessary organizational action and governmental approvals, if any, with respect to the Loan Documents and (ii) all other documents reasonably requested by the Administrative Agent relating to the organization, existence and good standing of the Borrower and authorization of the transactions contemplated hereby.
(d) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of the Borrower certifying the names and true signatures of the officers of the Borrower authorized to sign the Loan Documents to be delivered by the Borrower on the Signing Date and the other documents to be delivered hereunder on the Signing Date.
(e) The Administrative Agent shall have received a Solvency Certificate, dated the Signing Date from a Financial Officer of the Borrower.
(f) The Administrative Agent shall have received a certificate, dated the Signing Date and signed on behalf of the Borrower by the President, a Vice President or a Financial Officer of the Borrower, confirming (i) compliance with the conditions se...
Signing Date. The effectiveness of this Agreement is subject to the satisfaction or waiver by the Administrative Agent at the direction of each Lender of each of the following conditions precedent on the date hereof:
(a) The Administrative Agent (or its counsel) shall have received from each party hereto and thereto either (i) a counterpart of this Agreement and the Parent Guarantee and Pledge Agreement signed on behalf of such party or (ii) written evidence satisfactory to the Administrative Agent (which may include telecopy transmission, or electronic transmission of a PDF copy, of a signed signature page of this Agreement or the Parent Guarantee and Pledge Agreement) that such party has signed a counterpart of this Agreement and the Parent Guarantee and Pledge Agreement, in each case, to which it is a party.
(b) The representations and warranties set forth in Article III hereof shall be true and correct in all material respects on and as of the date hereof with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects as of such earlier date) or except to the extent such representations and warranties are expressly intended to be made as of the Closing Date or conditioned on the occurrence of the Closing Date (in which case such representations and warranties shall be true and correct in all material respects as of the Closing Date or conditioned on the occurrence of the Closing Date, as applicable), as applicable (and, in all cases, to the extent qualified by materiality, true and correct in all respects).
(c) Since December 31, 2023, there shall not have occurred a Material Adverse Effect.
(i) The Administrative Agent and Collateral Agent shall have received at least three (3) Business Days prior to the date hereof all documentation and other information required by regulatory authorities with respect to the Borrower and the Parent under applicable “know your customer” and Anti-Corruption Laws, and Anti-Money Laundering Laws, and regulations, including without limitation the PATRIOT Act, that has been reasonably requested by the Administrative Agent in writing at least ten (10) days in advance of the date hereof and (ii) to the extent the Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, each Lender shall have received a Beneficial Owne...