Condition Precedent Contract Clauses (6,166)

Condition Precedent. Lessor's agreement to purchase and lease any Equipment under a Schedule, is conditioned upon Lessor's determination that all of the following have been satisfied: (a) Lessor having received the following, in form and substance reasonably satisfactory to Lessor: (1) evidence as to due compliance with the insurance provisions of Section 11; (2) lien searches in the jurisdiction of Lessee's organization, and wherever else Lessor deems appropriate; (3) UCCs, real property waivers and all other... filings required by Lessor; (4) a certificate of an appropriate Officer of Lessee certifying: (A) resolutions duly authorizing the transactions contemplated in the applicable Lease Documents, and (B) the incumbency and signature of the officers of Lessee authorized to execute such documents; (5) [reserved]; (6) duly executed copies of the applicable Schedule, and counterpart originals of all other Lease Documents; (7) all purchase documents pertaining to the Equipment (collectively, the "Supply Contract"); (8) good standing certificates from the jurisdiction of Lessee's organization and the location of the Equipment, and evidence of Lessee's organizational number; and (9) such other documents, agreements, instruments, certificates, opinions, and assurances, as Lessor reasonably may require. (b) All representations and warranties provided by Lessee in favor of Lessor in any of the Lease Documents shall be true and correct on the effective date of the related Schedule (Lessee's execution and delivery of the Schedule shall constitute Lessee's acknowledgment of the same). (c) There shall be no default or Event of Default under the Schedule or any other Lease Documents. The Equipment shall have been delivered to and accepted by Lessee, as evidenced by the Schedule, and shall be in the condition and repair required hereby; and on the effective date of such Schedule Lessor shall have received good title to the Equipment described therein, free and clear of any claims, liens, attachments, rights of others and legal processes ("Liens"). View More

Condition Precedent. Execution of the Definitive Agreement shall be conditional upon: a. Due Diligence. Completion of a satisfactory due diligence review by each of Enertopia and GWT which due diligence reviews shall be completed or this condition waived on or before execution of the Definitive Agreement; b. Board Approval. Approval by the board of directors of Enertopia prior to execution of the Definitive Agreement; and c. Approval by the board of directors of GWT prior to the execution of the Definitive... Agreement. View More

Condition Precedent. This Warrant has been issued to Telebrands pursuant to the provisions of a certain Distribution Agreement dated as of October 15, 2012 by and between the Company and Telebrands (the "Distribution Agreement"). This Warrant may not be exercised by Telebrands unless and until Telebrands shall have first sold Ten Million (10,000,000) Devices (as such term is defined in the Distribution Agreement (the "Condition Precedent").

Condition Precedent. This Agreement shall be effective upon the receipt by the Administrative Agent of counterparts of this Agreement, duly executed by the Borrower, the Guarantors, the Administrative Agent and the Required Lenders.

Condition Precedent. This Amendment shall become effective as of May 2, 2019 (the "Effective Date") upon satisfaction of the following conditions precedent: 3.1 the Administrative Agent shall have received a counterpart hereof duly executed by the Borrower, the Servicer, the Originators, the Administrative Agent and each of the Committed Lenders. 6 3.2 the Administrative Agent shall have received those documents listed on Schedule II to this Amendment, in form and substance reasonably acceptable to the... Administrative Agent. View More

Condition Precedent. The effectiveness of this Amendment is subject to the satisfaction (or waiver) of the following conditions precedent (in each case, in form and substance reasonably acceptable to HSBC): (a) The representations and warranties set forth in Consignment Agreement shall be true and correct on and as of the date hereof (b) The Companies shall have delivered to HSBC, or caused to be delivered to HSBC, a copy of the Master Bullion Consignment Agreement by and between the Companies and Bank of Montreal.... (c) The Companies shall have executed and delivered to HSBC, or caused to be executed and delivered to HSBC, upon the execution of this Amendment, all agreements required by HSBC for the purpose of securing payment and performance of the Companies' obligations hereunder, together with any other documents required by the terms hereof or thereof, including, without limitation, intercreditor agreements with PNC Bank, National Association and Bank of Montreal, all of which shall at all times remain in full force and effect. (d) All legal matters incident to the transactions hereby contemplated shall be satisfactory to counsel for HSBC. (e) No Event of Default, nor any event which upon notice or lapse of time or both would constitute such an Event of Default, shall have occurred and be continuing. 5. Reaffirmation. Except as amended hereby, the Consignment Agreement shall remain in full force and effect and is in all respects hereby ratified and affirmed. The Companies and HSBC hereby acknowledge and agree that the Consignment Agreement, as amended hereby, is secured by the Security Documents, which are in all respects hereby ratified and affirmed. View More

Condition Precedent. This Amendment shall become effective upon the fulfillment of all of the following conditions to Lender's satisfaction: (a) Lender shall have received this Amendment duly executed by Borrowers. (b) Lender shall have received an Acknowledgment and Agreement of Guarantor and Obligor set forth at the end of this Amendment duly executed by the Person set forth in the signature page thereof. (c) Lender shall have received the Amendment Fee. (d) The representations and warranties set forth herein... shall be true and correct in all material respects. (e) All other documents and legal matters reasonably required in connection with this Amendment shall be reasonably satisfactory in form and substance to Lender and its counsel. View More

Condition Precedent. As a condition to the effectiveness of this Loan and Security Modification Agreement, Bank shall have received, in form and substance satisfactory to Bank, the following: (a) payment of all Bank Expenses incurred through the date of this Loan and Security Modification Agreement; and (b) such documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate.

Condition Precedent. The effectiveness of the amendments contained in Section 2 hereof and limited waiver contained in Section 3 hereof are subject to the satisfaction of each of the following conditions precedent, in form and substance satisfactory to Lender, unless satisfaction thereof is specifically waived in writing by Lender: (a) Lender shall have received a counterpart of this Amendment duly executed by Borrower and acknowledged by Guarantor; (b) No Default or Event of Default shall exist after giving effect... to this Amendment; (c) Lender shall have received such other documents, instruments and agreements as Lender may require; and (d) Borrower shall have paid to Lender the amendment fee referenced in Section 10 hereof. View More

Condition Precedent. The effectiveness of this Amendment shall be subject to the prior satisfaction of each of the following conditions: (a) Lender shall have received this Amendment, duly executed by each Borrower; (b) Lender shall have received the Amendment Fee; and (c) Lender shall have received such other documents and completion of such other matters as Lender may reasonably deem necessary or appropriate.