Amendment and Restatement of the Original Sample Clauses

Amendment and Restatement of the Original. CLASS A2C AGREEMENT
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Amendment and Restatement of the Original. ABL Agreement and the First Amended and Restated ABL Credit Agreement. (a) This Agreement does not extinguish the obligations for the payment of money outstanding under the Original ABL Credit Agreement or the First Amended and Restated ABL Credit Agreement or discharge or release the obligations under the Original ABL Credit Agreement or the First Amended and Restated ABL Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original ABL Credit Agreement or the First Amended and Restated ABL Credit Agreement or instruments securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Agreement shall be construed as a release or other discharge of any Loan Parties under the Original ABL Credit Agreement or the First Amended and Restated ABL Credit Agreement from any of its obligations and liabilities thereunder, as modified hereby. Each Loan Party hereby confirms and agrees that, except as modified or amended and restated hereby or by a Loan Document or other instruments executed concurrently herewith, each “Loan Document” (as defined in the Original ABL Credit Agreement) to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects except that on and after the Second Restatement Effective Date all references in any such Loan Document to the “Agreement,” “thereto,” “thereof,” “thereunder” or words of like import referring to the Original ABL Credit Agreement or the First Amended and Restated ABL Agreement shall mean this Agreement. (b) Each Loan Party (a) consents to the amendment and restatement of the First Amended and Restated ABL Credit Agreement by this Agreement; (b) acknowledges and agrees that its obligations under each of the “Loan Documents” (as defined in each of the Original ABL Credit Agreement and First Amended and Restated Credit Agreement) owing to each lender thereunder that is also a Lender hereunder shall be in respect of the obligations of the Borrowers under this Agreement and the other Loan Documents; (c) reaffirms all of its obligations under each “Loan Document” (as defined in each of the Original ABL Credit Agreement and First Amended and Restated Credit Agreement) and each other Loan Document and all other Obligations, reaffirms its grants of Liens on the Collateral to sec...
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Amendment and Restatement of the Original. Senior Facility G Agreement
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Amendment and Restatement of the Original. ABL Credit Agreement, Loan Guaranty, US Security Agreement, Canadian Security Agreement and ABL Intercreditor Agreement. 1. Effective as of the Second Amendment Effective Date and subject to the satisfaction of the conditions precedent set forth in Section 5 hereof: a. the Original ABL Credit Agreement (including the Schedules thereto) is hereby amended and restated in its entirety in the form of the Credit Agreement attached as Exhibit A hereto; and b. the Exhibits to the Existing Credit Agreement are hereby amended and restated in their entirety in the form of the Exhibits attached as Exhibit B hereto. 1. The Lenders and the Issuing Banks hereby authorize the Administrative Agent to amend and restate Loan Guaranty attached as Exhibit C hereto (the “Amended and Restated Loan Guaranty”). 2. The Lenders and the Issuing Banks hereby authorize the Administrative Agent to amend and restate US Security Agreement attached as Exhibit D hereto (the “Amended and Restated US Security Agreement”). 3. The Lenders and the Issuing Banks hereby authorize the Administrative Agent to amend and restate Canadian Security Agreement attached as Exhibit E hereto (the “Amended and Restated Canadian Security Agreement”). #94588921v8 4. The Lenders and the Issuing Banks hereby authorize the Administrative Agent to amend and restate the ABL Intercreditor Agreement in its entirety in the form attached as Exhibit F hereto (the “Amended and Restated ABL Intercreditor Agreement”).
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Amendment and Restatement of the Original. Credit Agreement; Loans and Letters of Credit. (a) Effective immediately after the prepayment of the Tranche B Term Loans under Section 3 above, the Original Credit Agreement is hereby amended and restated to read in its entirety as set forth in Exhibit A hereto (the "Restated Credit Agreement"), and the Administrative Agent is hereby directed by the Required Restatement Lenders to enter into such Loan Documents and to take such other actions as may be required to give effect to the transactions contemplated hereby. Subject to the satisfaction of conditions precedent set forth in Section 6, execution and delivery of this Agreement shall be deemed execution and delivery of the Restated Credit Agreement in the form set forth in Exhibit A hereto. From and after the effectiveness of such amendment and restatement, the terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of similar import, as used in the Restated Credit Agreement, shall, unless the context otherwise requires, refer to the Original Credit Agreement as amended and restated in the form of the Restated Credit Agreement, and the term "Credit Agreement", as used in the other Loan Documents, shall mean the Restated Credit Agreement.
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Amendment and Restatement of the Original. CREDIT AGREEMENT 1.1 AMENDMENT AND RESTATEMENT OF ORIGINAL CREDIT AGREEMENT On the Effective Date (as defined below), the Original Credit Agreement (including all schedules and exhibits thereto) shall be and is hereby amended and restated to read in its entirety as set forth in Annex A hereto (as set forth in such Annex A, the "AMENDED AND RESTATED CREDIT AGREEMENT"), and as so amended and restated is hereby ratified, approved and confirmed in each and every respect. The rights and obligations of the parties to the Original Credit Agreement with respect to the period prior to the Effective Date shall not be affected by such amendment and restatement.
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Amendment and Restatement of the Original. Tranche C Credit Agreement. (a) Terex, the Required Lenders, the Additional Lenders, the Administrative Agent and the Collateral Agent agree that the Original Tranche C Credit Agreement (including all Exhibits and Schedules thereto) is hereby amended and restated, effective as of the Restatement Closing Date (as defined below), to read in its entirety as set forth in Exhibit A hereto. As used in the Restated Tranche C Credit Agreement, the terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of similar import shall, unless the context otherwise requires, mean the Original Tranche C Credit Agreement as amended and restated by this Agreement.
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Amendment and Restatement of the Original. Credit Agreement; Loans and Letters of Credit. (a) Effective immediately after the prepayment of the Tranche B Term Loans under Section 3 above, the Original Credit Agreement is hereby amended and restated to read in its entirety as set forth in Exhibit A hereto (the "Restated Credit Agreement"), and the Administrative Agent is hereby directed by the Required Restatement Lenders to enter into such Loan Documents and to take such other actions as may be required to give effect to the transactions contemplated hereby. From and after the effectiveness of such amendment and restatement, the terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of similar import, as used in the Restated Credit Agreement, shall, unless the context otherwise requires, refer to the Original Credit Agreement as amended and restated in the form of the Restated Credit Agreement, and the term "Credit Agreement", as used in the other Loan Documents, shall mean the Restated Credit Agreement.
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Amendment and Restatement of the Original. Credit Agreement. Effective as of the Restatement Effective Date (as defined below): (a) the Original Credit Agreement is hereby amended and restated in its entirety in the form of the Third Amended and Restated Loan Agreement set forth as Exhibit A hereto: (a) by deleting each term thereof which is reflected in strike-through font (indicated textually in the same manner as the following example: stricken text) and (b) by inserting each term thereof which is reflected in double underlined font (indicated textually in the same manner as the following example: double-underlined text), in each case in the place where such term appears therein (the Original Credit Agreement as so amended and restated is referred to herein as the “Restated Credit Agreement”); (b) all exhibits to the Original Credit Agreement, in the forms thereof immediately prior to the Restatement Effective Date, will continue to be exhibits to the Restated Credit Agreement, except ▇▇▇▇▇▇▇▇ ▇, ▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, E, F, G, H-1, H-2 and H-3, which shall be amended and restated in the form attached hereto as ▇▇▇▇▇▇▇▇ ▇, ▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, E, F, G, H-1, H-2 and H-3; and (c) all schedules to the Original Credit Agreement, in the forms thereof immediately prior to the Restatement Effective Date, will continue to be schedules to the Restated Credit Agreement, except that (i) Schedule 1 shall be amended and restated in the form attached hereto as Schedule 1 and (ii) a new Schedule 2 shall be included in the form attached hereto as Schedule 2.
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Related to Amendment and Restatement of the Original

  • Amendment and Restatement (a) The Credit Parties, the Administrative Agent, the Letter of Credit Issuer, the Swingline Lender and the Lenders hereby agree that upon the effectiveness of this Agreement, the terms and provisions of the Existing Debt Facility shall be and hereby are amended and restated in their entirety by the terms and conditions of this Agreement and the terms and provisions of the Existing Debt Facility, except as otherwise provided in this Agreement (including, without limitation, clause (b) of this Section 13.22), shall be superseded by this Agreement. (b) Notwithstanding the amendment and restatement of the Existing Debt Facility by this Agreement, the Credit Parties shall continue to be liable to each Indemnified Person with respect to agreements on their part under the Existing Debt Facility to indemnify and hold harmless such Indemnified Person from and against all claims, demands, liabilities, damages, losses, costs, charges and expenses to which the Administrative Agent and the Lenders may be subject arising in connection with the Existing Debt Facility. This Agreement is given as a substitution of, and not as a payment of, the obligations of the Credit Parties under the Existing Debt Facility and is not intended to constitute a novation of the Existing Debt Facility. (c) By execution of this Agreement all parties hereto agree that (i) each of the Security Documents and the other Credit Documents is hereby amended such that all references to the Existing Debt Facility and the Loans and Commitments thereunder shall be deemed to refer to this Agreement and the continuation of the Loans and Commitments hereunder, (ii) all obligations under the Guarantee and the Security Documents are reaffirmed and remain in full force and effect on a continuous basis after giving effect to this Agreement and (iii) all security interests and liens granted under the Security Documents are reaffirmed and shall continue and secure the Obligations hereunder and the obligations of the Guarantors under the Guarantee after giving effect to this Agreement.

  • Amendment and Restatement; No Novation (a) This Agreement constitutes an amendment and restatement of the Existing Credit Agreement effective from and after the Restatement Effective Date. The execution and delivery of this Agreement shall not constitute a novation of any Indebtedness or other Obligations owing to the Lenders or the Administrative Agent under the Existing Credit Agreement based on facts or events occurring or existing prior to the execution and delivery of this Agreement. On the Restatement Effective Date, the credit facilities described in the Existing Credit Agreement shall be amended, supplemented, modified and restated in their entirety by the facilities described herein, all loans and other obligations of the Borrower outstanding as of such date under the Existing Credit Agreement shall be deemed to be Loans and Obligations outstanding under the corresponding facilities described herein, without any further action by any Person, and participations in Letters of Credit and Swing Line Loans shall be deemed to be reallocated as are necessary in order that the outstanding balance of such participations, together with any Loans funded on the Restatement Effective Date, reflect the respective Commitments of the Lenders hereunder. (b) In connection with the foregoing, by signing this Agreement, each Loan Party hereby confirms that notwithstanding the effectiveness of this Agreement and the transactions contemplated hereby (i) the Obligations of such Loan Party under this Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created herein and in the Collateral Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor with respect to all of the Guaranteed Obligations, (iii) each Loan Document to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects and shall remain in full force and effect according to its terms and (iv) such Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations.

  • Amendment and Restatement of the Existing Credit Agreement The parties to this Agreement agree that, upon (i) the execution and delivery by each of the parties hereto of this Agreement and (ii) satisfaction of the conditions set forth in Section 3.01, the terms and provisions of the Existing Credit Agreement shall be and hereby are amended, superseded and restated in their entirety by the terms and provisions of this Agreement. This Agreement is not intended to and shall not constitute a novation. All loans made and obligations incurred under the Existing Credit Agreement which are outstanding on the Effective Date shall continue as Obligations under (and shall be governed by the terms of) this Agreement and the other Loan Documents. Without limiting the foregoing, upon the effectiveness hereof: (a) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Agent, this Agreement and the Loan Documents, (b) all obligations constituting “Obligations” with any Lender or any Affiliate of any Lender which are outstanding on the Effective Date shall continue as Obligations under this Agreement and the other Loan Documents, (c) the Agent shall make such reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s outstanding Revolving Credit Advances hereunder reflect such Lender’s Pro Rata Share of the outstanding aggregate Revolving Credit Advances on the Effective Date, (d) the Existing Revolving Credit Advances (as defined in Section 2.01) of each Departing Lender shall be repaid in full (accompanied by any accrued and unpaid interest and fees thereon), each Departing Lender’s “Commitment” under the Existing Credit Agreement shall be terminated and each Departing Lender shall not be a Lender hereunder, and (e) the Borrower hereby agrees to compensate each Lender (including each Departing Lender) for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurodollar Rate Advances (including the “Eurodollar Rate Advances” under the Existing Credit Agreement) and such reallocation described above, in each case on the terms and in the manner set forth in Section 8.04(c) hereof.

  • Amendment and Restatement of Existing Credit Agreement Upon the execution and delivery of this Agreement, the Existing Credit Agreement shall be amended and restated to read in its entirety as set forth herein. With effect from and including the Effective Date, (i) the Commitments of each Lender party hereto shall be as set forth on Appendix A (and (a) to the extent that such Lender constitutes a lender under the Existing Credit Agreement (a “Consenting Lender”), such Consenting Lender’s commitment thereunder shall be terminated and replaced with its respective Commitment hereunder and (b) any lender under the Existing Credit Agreement that is not listed on Appendix A shall cease to be a Lender hereunder and its commitment thereunder shall be terminated; provided that, for the avoidance of doubt, such lender under the Existing Credit Agreement shall continue to be entitled to the benefits of Section 9.03 of the Existing Credit Agreement), (ii) all accrued and unpaid interest and fees and other amounts owing under the Existing Credit Agreement shall have been paid by the Borrower under the Existing Credit Agreement, whether or not such interest, fees or other amounts would otherwise be due and payable at such time pursuant to the Existing Credit Agreement, (iii) the Commitment Ratio of the Consenting Lenders shall be redetermined based on the Commitments set forth in the Appendix A and the participations of the Consenting Lenders in, and the obligations of the Consenting Lenders in respect of, any Letters of Credit or Swingline Loans outstanding on the Effective Date shall be reallocated to reflect such redetermined Commitment Ratio and (iv) each JLA Issuing Bank shall have the Fronting Sublimit set forth in Appendix B.

  • Amendment and Restatement of Prior Agreement The Prior Agreement is hereby amended in its entirety and restated herein. Such amendment and restatement is effective upon the execution of this Agreement by the Company and the holders of a majority of the Prior Preferred Stock held by the Prior Investors outstanding as of the date of this Agreement. Upon such execution, all provisions of, rights granted and covenants made in the Prior Agreement are hereby waived, released and superseded in their entirety and shall have no further force or effect, including, without limitation, all rights of first refusal and any notice period associated therewith otherwise applicable to the transactions contemplated by the Purchase Agreement.