Second Amendment Effective Date

Second Amendment Effective Date. Shall mean the "Amendment Effective Date", as such term is defined in Section 2.1 of Amendment No. 2 to Third Amended and Restated Credit Agreement dated as of October 17, 2003, to this Agreement.

Second Amendment Effective Date. Means the date on which each of the conditions precedent set forth in the Second Amendment shall have been satisfied or waived.

Second Amendment Effective Date. The effectiveness of this Amendment is subject to the satisfaction or waiver of the following conditions precedent (the date of satisfaction of all such conditions precedent shall be referred to herein as the "Second Amendment Effective Date"): (a) the execution and delivery of this Amendment by the Loan Parties and Lender; (b) Lender shall have received the Second Supplemental Term Loan Promissory Note duly executed by the Borrowers; (c) Lender shall have received the... Second Amendment to Guaranty and Security Agreement duly executed by the Loan Parties; -1- (d) Lender shall have received a certificate of the secretary (or other equivalent officer, partner or manager) of each Borrower, dated as of the Second Amendment Effective Date, which shall certify (i) copies of resolutions in form and substance satisfactory to Lender of the board of directors (or other equivalent governing body, member, manager or partner) of such Borrower authorizing the execution, delivery and performance of this Amendment and each other Loan Document executed by such Borrower in connection herewith, (ii) the incumbency and signature of the officers of such Borrower authorized to execute this Amendment and each other Loan Document executed by such Borrower in connection herewith, (iii) copies of the Organizational Documents of such Borrower as in effect on such date, complete with all amendments thereto (or a certification from such Borrower that the Organizational Documents of such Borrower attached to the officer certificate of such borrower, dated as of the First Amendment Effective Date and delivered to Lender by such Borrower, are in full force and effect on the date hereof and have not been amended, modified, terminated or rescinded in any respect), and (iv) the good standing (or equivalent status) of such Borrower in its jurisdiction of organization as evidenced by good standing certificate(s) (or the equivalent thereof issued by any applicable jurisdiction) dated not more than thirty (30) days prior to the Second Amendment Effective Date, issued by the Secretary of State or other appropriate official of each such jurisdiction. (e) Lender shall have received a legal opinion of Borrowers' counsel as Lender shall reasonably request in connection with the transactions contemplated by this Amendment, in form and substance reasonably satisfactory to Lender; (f) Lender shall have received satisfactory results of lien, good standing and other searches as Lender may require; (g) no Default or Event of Default currently exists or would immediately result after giving effect to this Amendment; (h) Lender shall have received a Notice of Borrowing with respect to the Second Supplemental Term Loan; (i) the representations and warranties in Section 4 hereof being true, correct and complete in all material respects (without duplication of any materiality qualifier in such representations or warranties), except to the extent that any such representation or warranty relates to a specific earlier date, in which case such representation and warranty shall be true and correct in all material respects as of such earlier date (without duplication of any materiality qualifier in such representations or warranties); (j) Lender shall have received such other documents or financial statements as Lender may reasonably request; and (k) the Borrowers shall have paid to Lender all fees and expenses for the Administrative Borrower (if provided an invoice at least one Business Day in advance of the date hereof) owing to Lender in connection with this Amendment and the transactions contemplated herein. View More

Second Amendment Effective Date. The date on which such conditions shall have been so satisfied or waived, the "Second Amendment Effective Date"

Second Amendment Effective Date. The date on which the following conditions have been satisfied (such date, the "Second Amendment Effective Date"): (a) the receipt by the Administrative Agent of (i) counterparts of this Amendment executed by the parties hereto and (ii) counterparts of the GS Amendment No. 2 Fee Letter executed by the parties thereto; (b) The Borrower shall have paid all reasonable fees and expenses of Davis Polk & Wardwell LLP, special New York counsel for the Administrative Agent, Nixon Peabody LLP, counsel... to the Collateral Agent and Holland & Knight LLP, counsel to the Collateral Custodian, in each case incurred in connection with the preparation and execution of this Amendment and the transactions contemplated hereby; and 2 (c) The Agents and Lenders and their respective counsel shall have received an originally executed copy of an opinion of Cleary Gottlieb Steen & Hamilton LLP, counsel to the Borrower and each Credit Party, dated the Second Amendment Effective Date in form and substance reasonably satisfactory to the Administrative Agent (and Borrower hereby instructs such counsel to deliver such opinion to the Agents and Lenders). View More

Second Amendment Effective Date. Second Amendment Effective Date

Second Amendment Effective Date. The date on which the conditions precedent set forth in Section 6 of the Second Amendment to this Agreement shall have been satisfied, which date is May 1, 2007.

Second Amendment Effective Date. Has the meaning ascribed to it in the Second Amendment.

Second Amendment Effective Date. Shall mean the date on which all of the conditions precedent set forth in Section 3 thereof are satisfied.

Second Amendment Effective Date. The date on which each of the following conditions is satisfied (or waived in accordance with Section 12.02 of the Credit Agreement)