Conditions Contract Clauses (2,680)

Conditions. The effectiveness of this Amendment is subject to the following conditions: (a) the execution and delivery of this Amendment by the Borrower, Agent, and each of the Lenders; (b) after giving effect to this Amendment, the representations and warranties set forth herein shall be true and correct and no Default or Event of Default shall exist and be continuing; (c) Borrower shall have delivered to the Agent evidence satisfactory to it in its sole discretion that the Specified Equity Issuance will... be consummated contemporaneously with this Amendment; (d) Borrower shall have delivered to the Agent true, correct and complete executed copies of all material documentation related to the Specified Equity Issuance, which is attached hereto as Exhibit B; (e) (x) Borrower shall have entered into a consent agreement with the Revolving Agent in form and substance reasonably satisfactory to the Agent in its discretion, a true correct and complete copy of which shall be provided to the Agent promptly upon execution thereof; and (f) Borrower shall have paid all fees, costs and expenses of the Agent and Lenders in connection with this Amendment, including, without limitation, reasonable fees, costs and expenses of the Agent's and Lenders' counsel. View More

Conditions. The effectiveness of this Amendment is conditioned upon the Bank's receipt of the following items, in form and content acceptable to the Bank: 4.1 A fully executed counterpart of this Amendment from the Borrower and each guarantor and/or collateral pledgor (collectively, a "Credit Support Provider") in form satisfactory to the Bank. 4.2 If the Borrower or any Credit Support Provider is anything other than a natural person, evidence that the execution, delivery and performance by the Borrower... and/or such Credit Support Provider of this Amendment and any instrument or agreement required under this Amendment have been duly authorized. 4.3 Resolutions to Obtain Credit executed by Resources Connection, Inc. 4.4 Certificate of Limited Liability Company executed by Resources Connection LLC. View More

Conditions. If credited, the units will be subject to the provisions of this Agreement, and to such regulations and requirements as the administrative authority of the Program may establish from time to time. The units will be credited to Grantee only on the condition that Grantee accepts such provisions, regulations, and requirements.

Conditions. The Borrower acknowledges the Holder's participation in respect to this Note is on a conditions permitting basis. In the event that the transaction risk profile substantially changes, market pricing or implied volatility substantially change, due diligence raises concerns or any other conditions material to the funding of this Note, the Holder reserves the right to terminate the Note at any time before delivering the cash consideration to Borrower, as described herein.

Conditions. The effectiveness of this Forbearance Extension is conditioned upon each of: (a) Execution and Delivery. Borrower shall have duly executed and delivered to PFG a counterpart of this Forbearance Extension. (b) Payment of PFG Expenses. Borrower shall have paid upon demand all PFG expenses (including all reasonable attorneys' fees and expenses) incurred in connection with this Forbearance Extension. (c) Update to Representations. Within twenty (20) Business Days from the Forbearance Extension... Effective Date, Borrower shall have delivered an update to the Representations, to the extent required under Section 6 of the Schedule. (d) Issuance of Expiring Forbearance Warrant. Promptly following (and conditional upon) an initial closing of the Notified Financing, Borrower shall have issued the Forbearance Warrant to PFG. (e) Issuance of Stock under Warrant Cancelation Agreement. Promptly following (and conditional upon) an initial closing of the Notified Financing, Borrower shall have issued to PFG and its designees the stock to be issued under the Warrant Cancelation Agreement. (f) Issuance of Forbearance Extension Warrant. Promptly following (and conditional upon) an initial closing of the Notified Financing, Borrower shall have issued the Forbearance Extension Warrant to PFG. (g) Issuance of Forbearance Extension Stock. Promptly following (and conditional upon) an initial closing of the Notified Financing, Borrower shall have issued the Forbearance Extension Stock to PFG and its designees. View More

Conditions. The effectiveness of this Amendment is subject to satisfaction of the following conditions precedent, each of which exist for Lender's sole benefit and may be waived by Lender only (in its sole discretion): (a) Documents. Lender's receipt of the following, each properly executed, each dated the Fifth Amendment Date (or, in the case of certificates of governmental officials, a recent date before the date of the Amendment) and each in form and substance satisfactory to Lender and its legal... counsel: (i) this Amendment; (ii) the Revolving Note, Term Note D and Term Note E; (iii) a Guaranty Agreement from Warren F. Kruger (which swill be in addition to, and not in limitation or a novation of, the Existing Guarantee); 4 (iv) a ratification of and amendment to the Mortgage executed by Greystone Real Estate; (v) one or more certificates of resolutions or other action, incumbency certificates and/or other certificates as Lender requires with accompanying governing documents for the Borrowers and Greystone Real Estate and actions and resolutions of the Borrowers and Greystone Real Estate in connection with this Amendment; and (vi) all other documents and instruments requested by Lender. (b) Fees and Expenses. If required by Lender, Borrowers' shall pay all out-of-pocket expenses required under Section 8 of this Amendment. If Lender elects, in its sole discretion, to waive collection of any fees and expenses as a condition to the effectiveness of this Amendment, Borrowers will remain obligated to pay those fees and expenses, which are due and payable on the Fifth Amendment Date. View More

Conditions. 4.1. Conditions Precedent to the Effectiveness of this Agreement. The effectiveness of this Agreement is subject to the fulfillment, to the satisfaction of, or waiver by, the Agent and the Required Lenders of each of the conditions precedent set forth in Section 1 of Exhibit B. 4.2. [Intentionally Omitted]. 4.3. Conditions Precedent to any Subsequent Advance. The obligation of the Lenders to make any Subsequent Advance provided for hereunder is subject to the fulfillment, to the satisfaction... of, or waiver by, the Agent and the Lenders with Subsequent Advance Commitments, of each of the conditions precedent in Section 2 of Exhibit B. 4.4. Conditions Precedent to all Advances. The obligations of the Lenders to make any Advances (other than Protective Advances) hereunder (or to extend any other credit hereunder (other than Protective Advances)) at any time shall be subject to the fulfillment, to the satisfaction of, or waiver by, the Agent and the Required Lenders, of the following additional conditions precedent: (a) the representations and warranties of Borrower and each other Loan Party or its Subsidiaries contained in this Agreement or in the other Loan Documents shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date of such Advance, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date, in which case such representations and warranties shall continue to be true and correct as of such earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof; and (c) after giving effect to the making of such (i) Advance, the aggregate amount of all Advances made (including the Existing Obligations) hereunder shall not exceed the Maximum Amount and (ii) Subsequent Advance, the aggregate amount of all Subsequent Advances made hereunder shall not exceed the Subsequent Advance Amount. Any request for an Advance and/or a Subsequent Advance Commitment shall be deemed to be a representation by Borrower and each other Loan Party that the statements set forth in this Section 4.4 are correct as of the time of such request. For purposes of determining compliance with the conditions specified in this Section 4.4, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to the Lenders unless an officer of the Agent responsible for the transactions contemplated by the Loan 15 Documents shall have received written notice from such Lender prior to the requested date for such Advances specifying its objection thereto and such Lender shall not have made available to the Agent such Lender's ratable portion of the applicable Advance. View More

Conditions. The Bank's obligation to make any advance under the Loan is subject to the conditions that as of the date of the advance: 7.1. Conditions to Effectiveness of this Agreement. The obligations of the Bank to enter into this Agreement shall not become effective until the date on which each of the conditions set forth below: (a) This Agreement. Bank shall have received an original counterpart of this Agreement, executed and delivered by a duly authorized officer of each Borrower. (b) Fees and... Expenses. Borrowers shall have paid all fees of Bank in connection with this Agreement including, without limitation, all legal fees. (c) Other Documents and Deliveries. Bank shall have received such other agreements, documents, and instruments executed in connection with this Agreement and any other materials as reasonably requested by Bank. 12 DOCVARIABLE ndGeneratedStamp 4887-8925-5180, v.4 7.2 Conditions to Each Advance. In addition to the satisfaction of the conditions set forth in Section 7.1 above, the obligation of the Bank to make a Revolving Loan and to issue, amend, renew or extend any subject LC, is subject to the satisfaction of the following conditions: (a) The representations and warranties of each Borrower set forth in this Agreement shall be true and correct on and as of the date of such Loan or the date of issuance, amendment, renewal or extension of such letter of credit, as applicable. (b) At the time of and immediately after giving effect to such Revolving Loan or the issuance, amendment, renewal or extension of such subject LC, as applicable, no Default or Event of Default shall have occurred and be continuing. (c) After giving effect to any Revolving Loan or the issuance of any subject LC, the aggregate outstanding balance of the Revolving Loans plus the aggregate face amount of all outstanding subject LCs shall not exceed $90,000,000. Each Revolving Loan and each issuance, amendment, renewal or extension of a subject LC shall be deemed to constitute a representation and warranty by each Borrower on the date thereof as to the matters specified in paragraphs (a), (b) and (c) of this Section. View More

Conditions. Notwithstanding anything to the contrary herein, the effectiveness of this Agreement shall be conditioned on (i) the Executive's satisfactory completion of reference and background checks, if so requested by the Company, and (ii) the Executive's submission of satisfactory proof of the Executive's legal authorization to work in the United States.

Conditions. The effectiveness of this Amendment is subject to the following conditions precedent: 4.1. Amendment. The Borrower and the Bank shall have executed and delivered one or more counterparts of this Amendment. 4.2. Consent and Reaffirmation of Guarantors and Pledgors. The Borrower shall have caused Gary Bowman and Bowman Consulting Group DC PC to have executed and delivered to the Bank the Consent and Reaffirmation of Guarantors and Pledgors attached hereto. 4.3. Other Conditions. The Bank shall... have received any and all other certificates, statements, opinions and other documents required by the terms of this Amendment or otherwise requested by the Bank. View More