Common use of ACKNOWLEDGEMENT AND CONSENT Clause in Contracts

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) hereby acknowledges and agrees that any of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

Appears in 2 contracts

Sources: Credit Agreement (Urs Corp /New/), Credit Agreement (Urs Corp /New/)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Amendment and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Amendment, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations; and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 2 contracts

Sources: Credit Agreement (TransDigm Group INC), Credit Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Amendment and consents to the terms hereof and further hereby affirms, confirms and agrees that any that: (a) notwithstanding the effectiveness of this Amendment, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) in the case of each Subsidiary Guarantor, its Guarantee of the Obligations, as and to the extent provided in the Guarantee Agreement as originally executed, shall continue in full force and effect in respect of the Obligations as modified hereby; (c) in the case of each Loan Party, the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and that all to the extent provided in the Security Documents as originally executed, shall continue in full force and effect in respect of, and to secure, the Obligations as modified hereby; and (d) in the case of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of each Subsidiary Guarantor, after giving effect to this Amendment. Each Credit Support Party represents and warrants that , all the representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to Amendment Effective Date with the same extent effect as though made on and as of that datethe Amendment Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they such representations and warranties were true, true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

Appears in 2 contracts

Sources: Credit Agreement (Rotech Healthcare Inc), Credit Agreement (Rotech Healthcare Inc)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Tranche E Refinancing Term Loans and the Incremental Dollar Revolving Credit Commitments and the loans and other extensions of credit thereunder); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateSecond 2015 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 2 contracts

Sources: Incremental Revolving Credit Assumption and Refinancing Facility Agreement, Incremental Revolving Credit Assumption and Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor guarantor (or pledgor pledgor) listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty and any Collateral Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement this Amendment and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 2 contracts

Sources: Credit Agreement (Ruths Hospitality Group, Inc.), Credit Agreement (Ruths Hospitality Group, Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Additional Dollar Revolving Credit Commitments and the loans and other extensions of credit thereunder); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 9 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Revolving Credit Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Tranche E Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date2015 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Assumption and Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Additional Tranche F Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made Initial Additional Tranche F Term Loan Effective Date and on and as of that datethe Delayed Draw Additional Tranche F Term Loan Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the New Revolving Commitments and the Loans and other extensions of credit thereunder); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 14 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Revolving Credit Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the New Tranche G Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateFebruary 2018 Refinancing Facility Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Loan Modification Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Loan Modification Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Extended Tranche C Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateLoan Modification Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Tranche J Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 13 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor The guarantor listed on the signatures pages hereof (each, a ( Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty and each Collateral Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date date; provided, that, if a representation and (ii) that contain a warranty is qualified as to materiality, with respect to such representation and warranty the materiality qualification are and will qualifier set forth above shall be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier datedisregarded. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Korn Ferry International)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a) Parent and each Subsidiary of Borrower (each individually a "Credit Support Party" and collectively, the "Credit Support Parties") hereby acknowledges that it has read this Amendment and consents to the terms hereof and further hereby affirms, confirms and agrees that any (i) notwithstanding the effectiveness of this Amendment, the obligations of such Credit Support Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Loan Documents to which such Credit Support Document”) to which it Party is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Credit Support Party is a party are, and shall continue to be, in full force and effect and that are hereby confirmed and ratified in all respects, (ii) its guaranty of all of the Obligations and the pledge of and/or grant of a security interest in its obligations thereunder shall be valid assets as Collateral to secure such Obligations, all as provided in the Guaranties, the Security Agreement and enforceable the other Collateral Documents as originally executed, and shall not be impaired or limited by acknowledges and agrees that each such guaranty, pledge and/or grant continues in full force and effect in respect of, and to secure, the execution or effectiveness of this Amendment. Each Obligations under the Credit Support Party represents Agreement and warrants that the other Loan Documents, and (iii) all the representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to Effective Date with the same extent effect as though made on and as of that datethe Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, correct . (b) Parent and complete in all material respects on and as each Subsidiary of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Borrower acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Amendment No. 2 and Agreement (Brand Energy & Infrastructure Services, Inc)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Amendment and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Amendment, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; and (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that all of its obligations thereunder shall be valid and enforceable to secure, the Obligations (including, without limitation, the 2017 Term Loans) and shall not be impaired accrue to the benefit of the Secured Parties (including the holders of 2017 Term Loans). Without limiting the foregoing, as security for the payment or limited by performance, as the execution case may be, in full of the Obligations, each Loan Party hereby grants to the Collateral Agent, for the ratable benefit of the Secured Parties, a security interest in all right, title and interest now owned or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained at any time hereafter acquired in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound Collateral (i) that do not contain a materiality qualification are and will be true, correct and complete as defined in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementeach Collateral Document).

Appears in 1 contract

Sources: Credit Agreement (PPD, Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) hereby acknowledges and agrees that any of the Subsidiary Guaranty and Collateral Document Documents (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Urs Corp /New/)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Extended Tranche E Term Loans, the Extended Tranche F Term Loans and the 2023 Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 11 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the 2017 Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 4 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Converted Tranche I Term Loans, the Extended Tranche K Term Loans, the Tranche I Refinancing Term Loans and the Tranche K Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 15 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Guarantor listed on the signatures signature pages hereof hereof, by its signature below, hereby (eacha) expressly acknowledges the terms of this Amendment and affirms or reaffirms, a “Credit Support Party”) hereby acknowledges and agrees that any as applicable, as of the Subsidiary Guaranty date hereof the covenants and Collateral agreements contained in each Loan Document (each, a “Credit Support Document”) to which it is a party party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (b) affirms and confirms (i) its obligations under each of the Loan Documents to which it is a party, and (ii) the pledge of and/or grant of a security interest in its assets as Collateral to secure such Obligations, all as provided in the Collateral Documents to which it is a party, as originally executed by it (and as the same may have otherwise been amended, restated, amended and restated, supplemented or otherwise bound shall modified from time to time prior to the Amendment No. 1 Effective Date), and acknowledges and agrees that such guarantee, pledge and/or grant continue in full force and effect in respect of, and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained in to secure, such Obligations under the Amended Credit Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be trueother Loan Documents, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (iic) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Existing Credit Agreement or any other Loan Document to consent to the amendments to the Existing Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Existing Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Amended Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Phinia Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Tranche L Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 17 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Additional Tranche C Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAdditional Tranche C Term Loan Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the 2020 Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 7 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Additional Tranche B-2 Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateEffective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Extended Tranche G Term Loans and the 2022 Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 10 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Person listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty Guaranty, each Collateral Document and Collateral each other Loan Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof Third Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (MGM Resorts International)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor guarantor (or pledgor pledgor) listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary subsidiary, Guaranty and Collateral Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Maidenform Brands, Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor guarantor (or pledgor pledgor) listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty Guarantee and Collateral Agreement and each other Loan Document to which it is a party or otherwise bound (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this AmendmentLimited Waiver. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Loan Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this AmendmentLimited Waiver, such Credit Support Party Guarantor is not required by the terms of the Credit Loan Agreement or any other Loan Document to consent to the amendments to waiver of any provision of the Credit Loan Agreement effected pursuant to this Amendment Limited Waiver and (ii) nothing in the Credit Loan Agreement, this Amendment Limited Waiver or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments departures to the Credit Loan Agreement.

Appears in 1 contract

Sources: Limited Consent, Waiver and Release (Workhorse Group Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Person listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty Guaranty, each Collateral Document and Collateral each other Loan Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (MGM Resorts International)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Amendment and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Amendment, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; and (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that all of its obligations thereunder shall be valid and enforceable to secure, the Obligations (including, without limitation, the 2018 Term Loans) and shall not be impaired accrue to the benefit of the Secured Parties (including the holders of 2018 Term Loans). Without limiting the foregoing, as security for the payment or limited by performance, as the execution case may be, in full of the Obligations, each Loan Party hereby grants to the Collateral Agent, for the ratable benefit of the Secured Parties, a security interest in all right, title and interest now owned or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained at any time hereafter acquired in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound Collateral (i) that do not contain a materiality qualification are and will be true, correct and complete as defined in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementeach Collateral Document).

Appears in 1 contract

Sources: Credit Agreement (PPD, Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Converted Tranche J Term Loans and the June 2024 Refinancing Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 16 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Guarantor listed on the signatures signature pages hereof hereof, by its signature below, hereby (eacha) expressly acknowledges the terms of this Amendment and affirms or reaffirms, a “Credit Support Party”) hereby acknowledges and agrees that any as applicable, as of the Subsidiary Guaranty date hereof the covenants and Collateral agreements contained in each Loan Document (each, a “Credit Support Document”) to which it is a party party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (b) affirms and confirms (i) its obligations under each of the Loan Documents to which it is a party, and (ii) the pledge of and/or grant of a security interest in its assets as Collateral to secure such Obligations, all as provided in the Collateral Documents to which it is a party, as originally executed by it (and as the same may have otherwise been amended, restated, amended and restated, supplemented or otherwise bound shall modified from time to time prior to the Amendment No. 2 Effective Date), and acknowledges and agrees that such guarantee, pledge and/or grant continue in full force and effect in respect of, and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties contained in to secure, such Obligations under the Amended Credit Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be trueother Loan Documents, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (iic) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Existing Credit Agreement or any other Loan Document to consent to the amendments to the Existing Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Existing Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Amended Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Phinia Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including Obligations incurred under or with respect to the Revolving Credit Commitments as modified hereby); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 8 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Loan Modification Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the 2018 New Term Loans and the Additional Revolving Credit Commitments and the loans and other extensions of credit thereunder); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 5 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Assumption Agreement and Refinancing Facility Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Person listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty Guaranty, each Collateral Document and Collateral each other Loan Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof Second Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (MGM Resorts International)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor Guarantor listed on the signatures signature pages hereof (each, a “Credit Support Party”) hereto hereby acknowledges and agrees that any of the Amended Master Subsidiary Guaranty and Collateral Document any other Loan Documents (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement and Master Subsidiary Guaranty (Reliance Steel & Aluminum Co)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor guarantor (or pledgor pledgor) listed on the signatures pages hereof (each, a “Credit Support PartyGuarantor”) hereby acknowledges and agrees that any of the Subsidiary Guaranty and any Collateral Document (each, a “Credit Support Document”) to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement this Amendment and the Credit Support Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are and will be true, correct and complete in all material respects on and as of the date hereof Second Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Ruths Hospitality Group, Inc.)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Additional Revolving Credit Commitments and the loans and other extensions of credit thereunder); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 6 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Revolving Credit Assumption Agreement (TransDigm Group INC)

ACKNOWLEDGEMENT AND CONSENT. Each guarantor, grantor or pledgor listed on the signatures pages hereof (each, a “Credit Support Party”) Loan Party hereby acknowledges that it has read this Agreement and consents to the terms hereof and further hereby affirms, confirms and agrees that any (a) notwithstanding the effectiveness of this Agreement, the obligations of such Loan Party under each of the Subsidiary Guaranty and Collateral Document (each, a “Credit Support Document”) Loan Documents to which it is a party or otherwise bound shall not be impaired and each of the Loan Documents to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects, in each case, as amended hereby; (b) its Guarantee of the Obligations, and the pledge of and/or grant of a security interest in its assets as Collateral to secure the Obligations, all as and to the extent provided in the Collateral Documents as originally executed, shall continue in full force and effect in respect of, and that to secure, the Obligations (including the Tranche M Term Loans); and (c) all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Credit Support Party represents and warrants that all representations and warranties made by or relating to it contained in the Amended Credit Agreement and the Credit Support other Loan Documents to which it is a party or otherwise bound (i) that do not contain a materiality qualification are true and will be true, correct and complete in all material respects on and as of the date hereof to the same extent as though made on and as of that dateAmendment No. 18 Effective Date, except to the extent such representations and warranties specifically expressly relate to an earlier date, in which case they were true, shall be true and correct and complete in all material respects on and as of such earlier date and (ii) that contain a materiality qualification are and will be true, correct and complete on and as of the date hereof to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date; provided that, in which case they were true, correct and complete on and as of such earlier date. Each Credit Support Party acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendmenteach case, such Credit Support Party materiality qualifier shall not be applicable to any representation and warranty that already is not required qualified or modified by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing materiality in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreementtext thereof.

Appears in 1 contract

Sources: Incremental Term Loan Assumption Agreement (TransDigm Group INC)