Effectiveness Contract Clauses (4,601)
Grouped Into 59 Collections of Similar Clauses From Business Contracts
This page contains Effectiveness clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Effectiveness. This Amendment shall become effective as of the date first written above only upon satisfaction in full in the discretion of the Administrative Agent of each of the following conditions (the "First Amendment Effective Date"): 6.1 The Administrative Agent shall have received a copy of this Amendment duly executed and delivered by all of the Lenders, the Borrower, each other Loan Party and the Administrative Agent; 6.2 The representations and warranties of or on behalf of the Loan Parties in this
... Amendment are true, accurate and complete (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct as of such date) on and as of the First Amendment Effective Date; 6.3 The Loan Parties shall have paid all outstanding costs and expenses owed to the Administrative Agent pursuant to Section 9.03 of the Credit Agreement, including, without limitation, all reasonable fees, charges and disbursements of counsel for the Administrative Agent; and 6.4 The Administrative Agent shall have received all other documents or materials requested by the Administrative Agent, in each case, in form and substance reasonably acceptable to the Agent.
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Effectiveness. This Amendment shall become effective as of the date first written above only upon satisfaction in full in the discretion of the Administrative Agent of each of the following conditions (the
"First "Second Amendment Effective Date"):
6.1 The 6.1The Administrative Agent shall have received a copy of this Amendment duly executed and delivered by all of the Lenders, the Borrower, each other Loan Party and the Administrative Agent;
6.2 The 6.2The Administrative Agent shall have received an updated... perfection certificate covering the Loan Parties and their Subsidiaries as of the Second Amendment Effective Date in form and substance satisfactory to the Administrative Agent; 14 WEST\289872035.1 6.3The representations and warranties of or on behalf of the Loan Parties in this Amendment are true, accurate and complete (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct as of such date) on and as of the First Second Amendment Effective Date; 6.3 The 6.4To the extent the Borrower qualifies as a "legal entity customer" under the Beneficial Ownership Regulation, upon the written request of any Lender, the Administrative Agent shall have received a Beneficial Ownership Certification in relation to the Borrower (provided that, upon the execution and delivery by such Lender of its signature page to this Amendment, the condition set forth in this Section 6.4 shall be deemed to be satisfied); 6.5The Administrative Agent shall have received updated IP Security Agreements from each Loan Party; 6.6The Loan Parties shall have paid all outstanding costs and expenses owed to the Administrative Agent pursuant to Section 9.03 of the Credit Agreement, including, without limitation, all reasonable fees, charges and disbursements of counsel for the Administrative Agent; and 6.4 The 6.7The Administrative Agent shall have received all other documents or materials requested by the Administrative Agent, in each case, in form and substance reasonably acceptable to the Agent.
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Effectiveness. This Amendment shall become effective as of the date hereof upon receipt by the Collateral Agent and the Administrative Agent of: (a) duly executed counterparts of this Amendment (whether by facsimile or otherwise) executed by each of the parties hereto, (b) duly executed counterparts of the Joinder (whether by facsimile or otherwise) executed by each of the parties thereto, (c) duly executed counterparts of the Extension Fee Letter (whether by facsimile or otherwise) executed by each of the
... parties thereto, and (d) confirmation from each Purchaser Agent that all amounts due and owing under the Extension Fee Letter and any other Fee Letter have been paid in full.
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Effectiveness. This Amendment shall become effective as of the date hereof upon receipt by the Collateral Agent and
the each Administrative Agent of: (a) duly executed counterparts of this Amendment (whether by facsimile or otherwise) executed by each of the parties
hereto, hereto; (b) duly executed counterparts of the
Joinder RSCA Amendment (whether by facsimile or otherwise) executed by each of the parties
thereto, thereto; (c) duly executed counterparts of the
Extension ICA Letter Agreement (whether by... facsimile or otherwise) executed by each of the parties thereto; (d) duly executed counterparts of each Amendment Fee Letter (whether by facsimile or otherwise) executed by each of the parties thereto, and (d) thereto; (e) confirmation from each Purchaser Agent that all amounts due and owing under the Extension Fee Letter and any other each Amendment Fee Letter have been paid in full. full; (f) standard corporate and enforceability opinions reasonably required by the Collateral Agent and each Administrative Agent (covering no-conflicts with material agreements); and (g) such other agreements, documents and instruments as the Administrative Agents shall request.
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Effectiveness. This Reassignment shall become effective as of the date first written above; provided that (i) Buyer and Transferor shall have executed a counterpart of this Reassignment and (ii) Transferor shall have used reasonable efforts to satisfy the Rating Agency Condition with respect to this Reassignment.
Effectiveness. This Reassignment shall become effective as of the date first written above; provided that (i) Buyer and Transferor shall have executed a counterpart of this Reassignment and (ii)
Transferor shall have used reasonable efforts to satisfy the Rating Agency Condition
shall have been satisfied with respect to this Reassignment.
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Effectiveness. This Amendment shall be deemed effective upon the due execution and delivery to Collateral Agent and Lenders of (i) this Amendment by each party hereto, (ii) the due execution and delivery to Collateral Agent of the Corporate Borrowing Certificate attached hereto, and (iii) the earlier of (A) entry by Borrower into a purchase or underwriting agreement relating to an offering of Permitted Convertible Indebtedness, and (B) Borrower's issuance of Permitted Convertible Indebtedness.
Effectiveness. This Amendment shall be deemed effective upon the due execution and delivery to Collateral Agent and Lenders of (i) this Amendment by each party hereto,
and (ii)
the due execution and delivery to Collateral Agent of the Corporate Borrowing Certificate attached hereto, and (iii) the earlier of (A) entry by Borrower into a purchase or underwriting agreement relating to an offering of Permitted Convertible Indebtedness, and (B) Borrower's issuance of Permitted Convertible Indebtedness.
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Effectiveness. This Amendment shall be deemed effective upon (a) the due execution and delivery to Agent of this Amendment by each party hereto and (b) Borrower's payment to Agent of the Lenders' legal fees and expenses incurred in connection with this Amendment.
Effectiveness. This Amendment shall be deemed effective upon (a) the due execution and delivery to Agent of this Amendment by each party
hereto hereto, and (b) Borrower's payment
to Agent of
the Lenders'
legal fees and expenses incurred in connection with this Amendment. Expenses.
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Effectiveness. This Agreement shall become effective upon the consummation of the Social IPO (such date, the "Effective Date"). The parties hereto acknowledge that this Agreement is expressly contingent upon the consummation of the Social IPO and that in the event SciGames determines not to consummate the Social IPO, this Agreement shall be null and void ab initio.
Effectiveness. This
Agreement Amendment shall become effective upon
the later of the consummation of the Social IPO
and the execution of an agreement providing for the Social Award (such
later date, the
"Effective "Amendment Effective Date"). The parties hereto acknowledge that this
Agreement Amendment is expressly contingent upon the consummation of the Social IPO
and the execution of such agreement, and that in the event SciGames determines not to consummate the Social
IPO, IPO or SciPlay Corporation and... Executive determine not to execute such an agreement, this Agreement Amendment shall be null and void ab initio.
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Effectiveness. This
Agreement Amendment shall become effective upon
the later of the consummation of the Social IPO
and the execution of an agreement providing for the Social Award (such
later date, the
"Effective "Amendment Effective Date"). The parties hereto acknowledge that this
Agreement Amendment is expressly contingent upon the consummation of the Social IPO
and the execution of such agreement, and that in the event SciGames determines not to consummate the Social
IPO, IPO or SciPlay Corporation and... Executive determine not to execute such an agreement, this Agreement Amendment shall be null and void ab initio.
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Effectiveness. This Amendment shall become effective as of the date first written above (the "Amendment Effective Date").
Effectiveness. This Amendment shall
become be effective as of the date first written
above (the "Amendment Effective Date"). above.
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Effectiveness. In the event the sale of the Company's 2.00% Convertible Senior Notes due 2024 is not consummated with the initial purchasers thereof on June 3, 2019 (such date, or such later date as agreed upon by the parties "Early Termination Date"), this Agreement shall automatically terminate (the "Early Termination") on the Early Termination Date and (i) this Agreement and all of the respective rights and obligations of Dealer and Company under this Agreement shall be cancelled and terminated and (ii)
... each party shall be released and discharged by the other party from and agrees not to make any claim against the other party with respect to any obligations or liabilities of the other party arising out of and to be performed in connection with this Agreement either prior to or after the Early Termination Date. Each of Dealer and Company represents and acknowledges to the other that, upon an Early Termination, all obligations with respect to this Agreement shall be deemed fully and finally discharged, and all of the terms and conditions of the Call Option Transaction Confirmation and the Warrant Confirmation as in effect prior to execution of this Agreement shall remain in full force and effect.
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Effectiveness. In the event the sale of the Company's
2.00% [___]% Convertible Senior Notes due
2024 2027 is not consummated with the initial purchasers thereof on
June 3, 2019 May [___], 2022 (such date, or such later date as agreed upon by the parties "Early Termination Date"), this Agreement shall automatically terminate (the "Early Termination") on the Early Termination Date and (i) this Agreement and all of the respective rights and obligations of Dealer and Company under this Agreement shall be
... cancelled and terminated and (ii) each party shall be released and discharged by the other party from and agrees not to make any claim against the other party with respect to any obligations or liabilities of the other party arising out of and to be performed in connection with this Agreement either prior to or after the Early Termination Date. Each of Dealer and Company represents and acknowledges to the other that, upon an Early Termination, all obligations with respect to this Agreement shall be deemed fully and finally discharged, and all of the terms and conditions of the Call Option Transaction Confirmation and the Warrant Confirmation as in effect prior to execution of this Agreement shall remain in full force and effect.
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Effectiveness. This Amendment shall be deemed effective upon the due execution and delivery to Collateral Agent and Lenders of the following: (i) this Amendment, duly executed by each party hereto; (ii) a Corporate Borrowing Certificate from each Borrower; 4 (iii) duly filed UCC Financing Statements, identifying New Borrower as a Debtor, consistent with Exhibit A hereto; (iv) Amended and Restated Secured Promissory Note, duly executed by each Borrower, substantially in the form of Exhibit D attached hereto,
... and Collateral Agent shall have returned to Existing Borrower the originals of the Secured Promissory Note currently held by Lenders; (v) good standing certificates for New Borrower certified by the Secretary of State (or equivalent agency) of such New Borrower's jurisdiction of organization and each jurisdiction in which such New Borrower is qualified to conduct business, each as of a date no earlier than thirty (30) days prior to the date of this Amendment; (vi) certified copies of financing statement searches, as Collateral Agent shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been terminated or released, each as of a date no earlier than thirty (30) days prior to the date of this Amendment; and (vii) Borrower's payment of all Lenders' Expenses incurred through the date of this Amendment.
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Effectiveness. This Amendment shall be deemed effective upon the due execution and delivery to Collateral Agent and Lenders of the following: (i) this
Amendment, duly executed Amendment by each party hereto; (ii) a Corporate Borrowing Certificate from each Borrower;
4 (iii) duly filed UCC Financing Statements, identifying
each New Borrower as a
Debtor, consistent Debtor; (iv) the certificate(s) for the Shares of each New Borrower, together with
Exhibit A hereto; (iv) Assignment(s) Separate from Certificate,... duly executed in blank; (v) Amended and Restated Secured Promissory Note, Notes (Term A Loan), duly executed by each Borrower, substantially in the form of Exhibit D A attached hereto, and Collateral Agent shall have returned to Existing Borrower hereto; (vi) a completed Perfection Certificate for each New Borrower; (vii) the originals of the Secured Promissory Note currently held by Lenders; (v) good standing certificates for each New Borrower certified by the Secretary of State (or equivalent agency) of such New Borrower's jurisdiction of organization and each jurisdiction in which such New Borrower is qualified to conduct business, each as of a date no earlier than thirty (30) days prior to the date of this Amendment; (vi) certified copies of financing statement searches, as Collateral Agent shall request, accompanied by written evidence (including any UCC termination statements) that the Liens indicated in any such financing statements either constitute Permitted Liens or have been terminated or released, each as of a date no earlier than thirty (30) days prior to the date of this Amendment; and (vii) (viii) Borrower's payment of all Lenders' Expenses incurred through the date of this Amendment.
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