Grouped Into 90 Collections of Similar Clauses From Business Contracts
This page contains Condition Precedent clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Condition Precedent. This Amendment shall be effective upon satisfaction of the following conditions precedent: (a) receipt by the Administrative Agent of counterparts of this Amendment duly executed by (i) an authorized officer acceptable to the Administrative Agent of each Loan Party, (ii) the Required Lenders, and (iii) the Administrative Agent; and (b) the Borrower shall have paid all reasonable costs and expenses of the Administrative Agent (including reasonable and documented fees and expenses of its legal cou...nsel) in connection with this Amendment to the extent invoiced prior to or on the date hereof (paid directly to such counsel if requested by the Administrative Agent), without prejudice to a final settling of accounts between the Administrative Agent and the Borrowers.View More
Condition Precedent. This Amendment shall be effective upon satisfaction of the following conditions precedent: 4 (a) receipt by the Administrative Agent of counterparts of this Amendment duly executed by (i) an authorized officer acceptable to the Administrative Agent of each Loan Party, (ii) the Required Lenders, Lenders and (iii) the Administrative Agent; and (b) the Borrower shall have paid (i) to the Administrative Agent, for the account of each of the Lenders that has executed this Amendment as of the date her...eof, an amendment fee equal to 0.05% of the aggregate principal amount of the Commitments of such Lenders in effect under the Credit Agreement immediately after giving effect to this Amendment (which fee shall be for such Lenders' participation in this Amendment, shall be payable in U.S. dollars in immediately available funds and shall be nonrefundable for any reason whatsoever) and (ii) all reasonable costs and expenses of the Administrative Agent (including reasonable and documented fees and expenses of its legal counsel) in connection with this Amendment to the extent invoiced prior to or on the date hereof (paid directly to such counsel if requested by the Administrative Agent), without prejudice to a final settling of accounts between the Administrative Agent and the Borrowers. Borrower. View More
Condition Precedent. This Amendment Agreement shall be effective upon satisfaction of the following conditions precedent: upon: (a) receipt by the Administrative Agent of counterparts of this Amendment Agreement duly executed by (i) an authorized officer acceptable to the Administrative Agent a Responsible Officer of each Loan Party, (ii) the Required Lenders, (iii) each L/C Issuer and (iii) (iv) the Administrative Agent; and (b) receipt by the Borrower shall have paid Administrative Agent of all reasonable out-of-p...ocket costs and expenses of the Administrative Agent (including reasonable and documented fees and expenses of its legal counsel) in connection with this Amendment Agreement to the extent invoiced prior to or on as of the date hereof (paid directly to such counsel if requested by the Administrative Agent), without prejudice to a final settling of accounts between the Administrative Agent and the Borrowers. Loan Parties. 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 shal...l 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. 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 (the "Acknowledgement") duly executed by the Person set forth in the signature page thereof. (c) Lender shall have received the Amendment Fee. (d) Lender shall have received (i) a... Request for Borrowing and (ii) the applicable Upfront Fee in the amount of $54,000, in each case, with respect to the Seventh Amendment Term Loan. (e) Lender shall have received the certificate of Responsible Officer of Borrowers required to be delivered pursuant to clause (vi) of the definition of "Permitted Acquisition" as set forth in the Credit Agreement. (f) Lender shall have received satisfactory evidence that the closing of the Transactions contemplated pursuant to the Cortina Purchase Agreement (as defined therein) has been consummated concurrently herewith. (g) The representations and warranties set forth herein shall be true and correct in all material respects. (e) (h) 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. This Amendment No. 3 shall be effective upon the satisfaction of each of the following conditions precedent: (a) Agent shall have received counterparts of this Amendment No. 3, duly authorized, executed and delivered by Borrowers, Parent Guarantor, Agent and the Required Lenders; (b) Other than the Existing Default, no Default or Event of Default shall have occurred and be continuing; and (c) The representations and warranties contained in Section 4 and in the Credit Agreement shall be true and ...correct in all material respects on and as of such date as if made on and as of such date (except to the extent expressly relating to an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date).View More
Condition Precedent. This Amendment No. 3 4 shall be effective upon on the date of the satisfaction of each of the following conditions precedent: (a) Agent shall have received counterparts of this Amendment No. 3, 4, duly authorized, executed and delivered by Borrowers, Parent Guarantor, Agent and the Required Lenders; (b) Agent shall have received for the benefit of the Lender a payment of $125,000 for repayment of principal on the Term Loan required by Section 1.1(b)(iii) of the Credit Agreement as amended by thi...s Amendment No. 4; (c) Other than the Existing Default, Defaults, no Default or and/or Event of Default shall have occurred and be continuing; and (c) (d) The representations and warranties contained in Section 4 and in the Credit Agreement shall be true and correct in all material respects on and as of such date as if made on and as of such date (except to the extent expressly relating to an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date). View More
Condition Precedent. The effectiveness of this Amendment shall be subject to the prior satisfaction of each of the following conditions: (a) This Amendment. Lender shall have received this Amendment duly executed by an authorized officer of Borrowers and Guarantors; (b) Benchmark Replacement Supplement. Lender shall have received the Benchmark Replacement Supplement duly executed by an authorized officer of Borrowers; and (c) Officers Certificate. Lender shall have received a duly executed Officer's Certificate in f...orm acceptable to Lender.View More
Condition Precedent. The effectiveness of this Amendment shall be subject to the prior satisfaction of each of the following conditions: (a) This Amendment. Lender shall have received this Amendment duly executed by an authorized officer of Borrowers and Guarantors; and (b) Benchmark Replacement Supplement. Lender shall have received the Benchmark Replacement Supplement duly executed by an authorized officer of Borrowers; and (c) Officers Certificate. Lender shall have received a duly executed Officer's Certificate ...in form acceptable to Lender. View More
Condition Precedent. This Amendment shall be effective upon satisfaction of the following conditions precedent. (a) The Lender shall have received duly executed counterparts of this Amendment. (b) The Lender shall have received final copies of the documentation for the CBILS Facility and shall receive duly executed copies thereof promptly after execution thereof. (c) After giving effect to this Amendment, no Default or Event of Default shall exist or would result from the execution of this Amendment. (c) After givin...g effect to this Amendment, each of the representations and warranties made by the Loan Parties in or pursuant to the Loan Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date hereof as if made on and as of such date, except to the extent the same expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date.View More
Condition Precedent. This Amendment shall be effective upon satisfaction of the following conditions precedent. (a) The Lender shall have received duly executed counterparts of this Amendment. (b) The Lender shall have received final copies of the documentation for the CBILS Facility and shall receive duly executed copies thereof promptly after execution thereof. (c) After giving effect to this Amendment, no No Default or Event of Default shall exist or would result from the execution of this Amendment. (c) After gi...ving effect to this Amendment, each Each of the representations and warranties made by the Loan Parties in or pursuant to the Loan Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date hereof as if made on and as of such date, except to the extent the same expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date. 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.
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; Borrower and, for the purpose of Section 7 only, Subordinate Creditor; (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.
Condition Precedent. Before this Agreement becomes effective and any party becomes obligated under it, all of the following conditions shall have been satisfied in a manner acceptable to Agent in its sole judgment (such date when all the following conditions are so satisfied being the "Modification Effective Date"): 6.1 Agent shall have received all of the following, each of which shall be originals unless otherwise specified, each duly executed by an authorized signatory of each party thereto and each in form and s...ubstance satisfactory to Agent and its legal counsel (unless otherwise specified or, in the case of the date of any of the following, unless Agent otherwise agrees or directs): 6.1.1 this Agreement; and 6.1.2 the Reaffirmation of Subordination Agreement and Consent to Modification and Waiver executed by JMC in the form attached hereto. 6.2 Agent shall have received such documentation as Agent may reasonably require to establish the due organization, valid existence and good standing of any guarantor or other party to any of the Loan Documents, its qualification to engage in business in each material jurisdiction in which they are engaged in business or required to be so qualified, its authority to execute, deliver and perform the Loan Documents to which it is a party, the identity, authority and capacity of each authorized signatory thereof authorized to act on its behalf, including certified copies of articles of organization and amendments thereto, bylaws and operating agreements and amendments thereto, certificates of good standing and/or qualification to engage in business, tax clearance certificates, certificates of corporate resolutions, incumbency certificates, Certificates of Responsible Officials, and the like. 6.3 Agent shall have received any other agreements, resolutions, documents, opinion letters, entity documents, UCC and litigation searches, and information relating to the Loan (including evidence of Borrower's authority to enter into this Agreement) that Agent may reasonably require or request in connection with this Agreement or in accordance with the other Loan Documents, including but not limited to documents reaffirming Agent's security interest in the Collateral as required according to local law practices. 6.4 All of the representations and warranties of Borrower set forth in this Agreement shall be true and correct in all material respects on and as of the date of this Agreement.View More
Condition Precedent. Before this Agreement becomes effective and any party becomes obligated under it, all of the following conditions shall have been satisfied in a manner acceptable to Agent in its sole judgment (such date when all the following conditions are so satisfied being the "Modification Effective Date"): 6.1 7.1 The payments of the Exiting Lenders Payoffs, the First Bank Payoff Costs and the Cathay Bank Payoff Costs shall have been made. 7.2 Agent shall have received all of the following, each of which s...hall be originals unless otherwise specified, each duly executed by an authorized signatory of each party thereto and each in form and substance satisfactory to Agent and its legal counsel (unless otherwise specified or, in the case of the date of any of the following, unless Agent otherwise agrees or directs): 6.1.1 7.2.1 this Agreement; and 6.1.2 7.2.2 the Reaffirmation of Subordination Agreement and Consent to Modification and Waiver executed by JMC in the form attached hereto. 6.2 7.3 Agent shall have received such documentation as Agent may reasonably require to establish the due organization, valid existence and good standing of any guarantor or other party to any of the Loan Documents, its qualification to engage in business in each material jurisdiction in which they are engaged in business or required to be so qualified, its authority to execute, deliver and perform the Loan Documents to which it is a party, the identity, authority and capacity of each authorized signatory thereof authorized to act on its behalf, including certified copies of articles of organization and amendments thereto, bylaws and operating agreements and amendments thereto, certificates of good standing and/or qualification to engage in business, tax clearance certificates, certificates of corporate resolutions, incumbency certificates, Certificates of Responsible Officials, and the like. 6.3 7.4 Agent shall have received any other agreements, resolutions, documents, opinion letters, entity documents, UCC and litigation searches, and information relating to the Loan (including evidence of Borrower's authority to enter into this Agreement) that Agent may reasonably require or request in connection with this Agreement or in accordance with the other Loan Documents, including but not limited to documents reaffirming Agent's security interest in the Collateral as required according to local law practices. 6.4 7.5 All of the representations and warranties of Borrower set forth in this Agreement shall be true and correct in all material respects on and as of the date of this Agreement. View More
Condition Precedent. This Amendment shall be effective as of the date hereof upon:(a) receipt by the Administrative Agent of this Amendment executed by the Borrower, the Guarantors, the Required Lenders and the Administrative Agent; and (b) the Borrower shall have paid all fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent invoiced prior to or on the date hereof, plus such additional amounts of such fees, charges an...d disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent).View More
Condition Precedent. This Amendment shall be effective as of the date hereof upon:(a) upon: (a) receipt by the Administrative Agent of this Amendment executed by the Borrower, the Guarantors, the Required Lenders and the Administrative Agent; and (b) receipt by the Administrative Agent, for the account of each Lender that approves this Amendment, of an amendment fee equal to (i) 15 basis points (0.15%) times (ii) the amount of each Lenders Revolving Commitment; and(c) the Borrower shall have paid all fees, charges a...nd disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent invoiced prior to or on the date hereof, plus such additional amounts of such fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent). View More
Condition Precedent. This Amendment shall be and become effective as of the date hereof upon:(a) receipt when all of the conditions set forth in this Section 3 shall have been satisfied: (a) Execution of Counterparts of Amendment. Receipt by the Administrative Agent of executed counterparts of this Amendment Amendment, properly executed by a Responsible Officer of the Borrower, the Guarantors, signing Loan Party and by the Required Lenders and the Administrative Agent; and Lenders. (b) the Attorney Costs. The Borrow...er shall have paid all fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent invoiced prior to or on the date hereof, Third Amendment Effective Date, plus such additional amounts of such fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent). View More
Condition Precedent. Notwithstanding any provision contained in this Amendment to the contrary, this Amendment shall not be effective unless and until Agent shall have received: (a) this Amendment, duly executed by Borrower; (b) a Certificate of Secretary (with resolutions attached), certified by the Secretary of Borrower; (c) recent certificates of corporate good standing for Borrower, issued by the Secretaries of State of Delaware and Missouri; and (d) such other documents and information as reasonably requested b...y Lender or any Lender. Borrower and Lender executed this Amendment as of the Effective Date.View More
Condition Precedent. Notwithstanding any provision contained in this Amendment to the contrary, this Amendment shall not be effective unless and until Agent shall have received: (a) this Amendment, duly executed by Borrower; (b) a Certificate of Secretary (with resolutions attached), certified by the Secretary of Borrower; and (c) recent certificates of corporate good standing for Borrower, issued by the Secretaries of State of Delaware and Missouri; and (d) such other documents and information as reasonably request...ed by Lender or any Lender. Borrower and Lender executed this Amendment as of the Effective Date. View More
Condition Precedent. Notwithstanding any provision contained in this Amendment to the contrary, this Amendment shall not be effective unless and until Agent Lender shall have received: (a) this Amendment, duly executed by Borrower; (b) a Certificate of Secretary (with resolutions attached), certified Secretary, duly executed by the Secretary of Borrower; (c) recent certificates a current certificate of corporate good standing for Borrower, issued by the Secretaries Arkansas Secretary of State of Delaware and Missour...i; State; and (d) such other documents and information as reasonably requested by Lender or any Lender. Borrower and Lender executed this Amendment as of the Effective Date. View More
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 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 each of the following: (i) a counterpart of this Amendment duly executed by Borrower Borrowers and acknowledged by Guarantor; (b) No Default or Event of Def...ault shall exist after giving effect to this Amendment; (c) Lender shall have received Guarantors; (ii) such other documents, instruments and agreements as Lender may require; and (d) Borrower (b) No Default or Event of Default shall have paid to Lender exist other than the amendment fee referenced in Section 10 hereof. Specified Defaults. View More
