Effectiveness Contract Clauses (1,368)

Effectiveness. This Amendment shall become effective on the Fourth Amendment Closing Date upon the satisfaction of all the following conditions precedent: 4.1 Amendment. Borrower, Agent and Lender shall have duly executed and delivered this Amendment to Lender. 4.2 2019 Facility Charge. Agent shall have received a nonrefundable, fully earned facility charge in the amount of $250,000.00 in good and collected funds. 4.3 Payment of End of Term Charge. Agent shall have received an End of Term Charge with respect t...o the Original Term Loan Advances in the amount of $1,125,000.00 in good and collected funds. 4.4 Corporate Documents. Agent shall have received: (a) a certified copy of resolutions of the Board evidencing approval of this Amendment and other transactions evidenced by the Loan Documents; (b) certified copies of the Certificate of Incorporation and the Bylaws, as amended through the Closing Date, of Borrower; and (c) a certificate of good standing for Borrower from its state of incorporation. 4.5 Payment of Lender Expenses. Borrower shall have paid all reasonable Lender expenses (including all reasonable attorneys' fees and reasonable expenses) incurred through the date of this Amendment for the documentation and negotiation of this Amendment, in each case, to the extent invoiced on or prior to the Fourth Amendment Closing Date. View More

Effectiveness. This Plan became effective January 19, 2017 upon its approval by the stockholders of the Company at the 2017 annual general meeting of stockholders. This Plan was thereafter amended and restated by the Committee effective July 19, 2017. This Plan shall continue in effect for a term of ten years after the date on which the stockholders of the Company approve this Plan, unless sooner terminated by action of the Board.

Effectiveness. This Agreement shall become effective upon the execution and delivery hereof by the parties hereto. 33 10. Termination. (a) The Company shall have the right, by giving written notice as hereinafter specified, to terminate this Agreement in its sole discretion at any time. Any such termination shall be without liability of any party to any other party, except that (i) with respect to any pending sale through a Manager or Managers for the Company, the obligations of the Company, including, but not... limited to, its obligations under Section 4 above, shall remain in full force and effect notwithstanding such termination; and (ii) the provisions of Section 1, Section 3(b) and Section 8 of this Agreement shall remain in full force and effect notwithstanding such termination. (b) Each Manager, acting for itself, and each Forward Purchaser, acting for itself, shall have the right, by giving written notice to the Company, the Operating Partnership, and to each other Manager and each of the other Forward Purchasers, and as hereinafter specified, to terminate this Agreement, solely with respect to itself, in its sole discretion at any time. Any such termination shall be without liability of any party to any other party except that (i) with respect to any pending sale through such terminating Manager for the Company, the obligations of the Company, including, but not limited to, its obligations under Section 4 above, shall remain in full force and effect notwithstanding such termination; and (ii) the provisions of Section 1, Section 3(b) and Section 8 of this Agreement shall remain in full force and effect notwithstanding such termination. (c) This Agreement shall remain in full force and effect until and unless terminated pursuant to Section 10(a) or (b) above or otherwise by mutual agreement of the parties; provided that any such termination by mutual agreement or pursuant to this clause (c) shall in all cases be deemed to provide that Section 1, Section 3(b) and Section 8 of this Agreement shall remain in full force and effect. (d) Any termination of this Agreement shall be effective on the date specified in such notice of termination; provided that such termination shall not be effective until the close of business on the date of receipt of such notice by the Managers, the Forward Purchasers or the Company, as the case may be. If such termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall settle in accordance with the provisions of Section 4. View More

Effectiveness. This Agreement shall become effective at the Closing. In the event of a termination of the Merger Agreement prior to the Closing, this Agreement shall automatically terminate (without the requirement of any action by any party hereto) and be of no further force or effect.

Effectiveness. This Amendment shall be deemed effective upon (a) the due execution and delivery to Bank of this Amendment by each party hereto and (b) Borrower's payment of an amendment fee in an amount equal to $25,000. The above-mentioned fee shall be fully earned and payable concurrently with the execution and delivery of this Amendment and shall be non-refundable and in addition to all interest and other fees payable to Bank under the Loan Documents. Bank is authorized to charge such fees to Borrower's loa...n account. [Remainder of page intentionally left blank; signature page immediately follows.] View More

Effectiveness. As a condition precedent to the effectiveness of this Amendment, Agent shall have received the following documents prior to or concurrently with this Amendment, each in form and substance reasonably satisfactory to Agent: 9.1 This Amendment and the Supplement to Intellectual Property Security Agreement duly executed on behalf of the parties hereto and thereto; 9.2 The duly executed Second Amendment to Senior Loan Agreement and satisfaction of all conditions precedent to the effectiveness thereof... therein; 9.3 Long-form good standing certificate of Borrower certified by the Secretary of State of Delaware, as of a date no earlier than thirty (30) days prior to the date hereof; 9.4 Borrower's payment of (i) a fully earned, nonrefundable amendment fee in the amount of One Hundred Fifty Thousand Dollars ($150,000.00) to be shared between the Lenders pursuant to their respective Term Loan Commitment Percentages and (ii) Lenders' reasonable legal fees and expenses incurred in connection with this Amendment, to the extent Borrower shall have received invoices documenting such fees or expenses on or prior to the date hereof (or such later date as the Borrower shall reasonably agree); and 7 9.5 such other documents as Agent may reasonably request to effectuate the terms of this Amendment. View More

Effectiveness. As a condition precedent to the effectiveness of this Amendment, Agent shall have received the following documents prior to or concurrently with this Amendment, each in form and substance reasonably satisfactory to Agent: 9.1 This Amendment, the Unconditional Secured Guaranty and Pledge Agreement, the Assumption Agreement, the Corporate Borrowing Certificate and the Guarantor's Certificate to Guaranty, each duly executed on behalf of the parties hereto and thereto; 9.2 the duly executed Third Am...endment to Second Amended and Restated Loan and Security Agreement and satisfaction of all conditions precedent to the effectiveness thereof therein; and 9.3 such other documents as Bank may reasonably request to effectuate the terms of this Amendment. View More

Effectiveness. The provisions of this Thirty-Eighth Supplemental Indenture will take effect immediately upon its execution by the Company, the Guarantors and the Trustee, and 8 thereupon this Thirty-Eighth Supplemental Indenture shall form a part of the applicable Indenture for all purposes; provided that, for the avoidance of doubt, the amendments provided for in the foregoing Section 2 shall not become operative until immediately prior to (and subject in all respects to) the consummation of the T-Mobile/Spri...nt Transaction. View More

Effectiveness. This Amendment shall become effective upon the satisfaction of all the following conditions precedent: 13 4.1. Amendment. Obligors, Agent and Lender shall have duly executed and delivered this Amendment to Lender and such other documents as Agent may reasonably request. 4.2. Borrowing Resolutions. A certified copy of resolutions of Borrower's Board evidencing approval of this Amendment and other transactions evidenced by the Loan Documents; 4.3. Certificates of Good Standing. A certificate of go...od standing for uniQure US from its state of incorporation and similar certificates from all other jurisdictions in which such Borrower does business and where the failure to be qualified would have a Material Adverse Effect. 4.4. Opinion Letters. A legal opinion of Lender's Dutch counsel. 4.5. Facility Charge. Borrower shall have paid to Agent a facility fee of one hundred seventy-five thousand dollars ($175,000). 4.6. Payment of Lender Expenses. Borrower shall have paid all reasonable and invoiced Lender expenses (including all reasonable attorneys' fees and reasonable expenses) incurred through the date of this Amendment. View More

Effectiveness. This Letter shall become effective on the date on which the Transaction closes. If the closing of the Transaction does not occur for any reason, this Letter will be null and void.