Effect of Amendment. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 6 contracts
Sources: Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Collateral Agent or the Administrative Agent Agent, in each case under the Credit Agreement or any other Loan Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect as expressly amended hereby. Nothing The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent toLender, the Collateral Agent or a waiver, amendment, modification or other change of, the Administrative Agent under any of the termsCredit Documents, conditions, obligations, covenants or agreements contained in the Credit Agreement or constitute a waiver of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions provision of any of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyDocuments. This Amendment shall not extinguish any the obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAgreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except effect as expressly modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any Loan of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under any Loan Document from any the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its obligations grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and liabilities thereunderconfirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.
Appears in 5 contracts
Sources: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.)
Effect of Amendment. Except (a) This Amendment (i) except as expressly set forth provided herein, this Amendment shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of, of any other term or otherwise affect the rights and remedies condition of the Lenders or the Administrative Agent under the Credit Agreement or of any other Loan Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended hereby. Except as otherwise expressly provided by this Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Loan Documentshall remain the same. It is declared and agreed by each of the parties hereto that the Credit Agreement, all of which are ratified and affirmed in all respects and as amended hereby, shall continue in full force and effect. Nothing herein , and that this Amendment and such Credit Agreement shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any read and construed as one instrument.
(b) Each of the termsundersigned Guarantors is executing this Amendment in order to evidence that it hereby consents to and accepts the terms and conditions of this Amendment and the transactions contemplated hereby, conditionsagrees to be bound by the terms and conditions hereof, obligations, covenants or agreements contained in and ratifies and confirms that each Guaranty and each of the Credit Agreement or any other Loan Document Documents to which it is a party is, and shall remain, in similar or different circumstancesfull force and effect after giving effect to this Amendment. This Amendment shall apply The Borrower and be effective only with respect to the provisions each of the Credit Agreement specifically referred to herein. This Amendment shall constitute a other Loan Document, Parties hereby confirms and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all Liens and other security now or hereafter held by the Collateral Agent for the benefit of its obligationsthe Lenders as security for payment of the Obligations are the legal, liabilities valid, and indebtedness under each binding obligations of the Borrower and the other Loan DocumentParties, including guarantee obligations, shall remain in full force and effect, in accordance with are unimpaired by this Amendment, and are hereby ratified and confirmed as security for payment of the Obligations.
(c) No failure or delay on the part of the Administrative Agent or the Lenders to exercise any right or remedy under the Credit Agreement, any other Loan Document or applicable law shall operate as a waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Agreement, the other Loan Documents and applicable law, on a continuous basis after giving effect to this Amendment. On .
(d) Upon and after the effectiveness execution of this AmendmentAmendment by each of the parties hereto, any each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement contained Agreement, and each reference in the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 4 contracts
Sources: Credit Agreement (Martin Midstream Partners L.P.), Credit Agreement (Martin Midstream Partners Lp), Credit Agreement (Martin Midstream Partners Lp)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Third Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Third Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Fourth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Fourth Amendment Effective Date and the Fourth Amendment (Other Amendments) Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment and an Incremental Revolving Commitment Increase entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Second Incremental Term Facility Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Second Incremental Term Facility Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: Second Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), Second Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), Second Incremental Term Facility Amendment
Effect of Amendment. (a) Until this Amendment becomes effective in accordance with its terms and the Funding Date shall have occurred, the Existing Credit Agreement shall remain in full force and effect and shall not be affected hereby. On and after the Funding Date, all obligations of the Borrower under the Existing Credit Agreement shall become obligations of such Borrower under the Amended Credit Agreement and the provisions of the Existing Credit Agreement shall be superseded by the provisions of the Amended Credit Agreement.
(b) Except as expressly set forth hereinin this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Agreement) are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein or in the Amended Credit Agreement, nothing herein shall be deemed to entitle the Borrower Borrower, any Loan Party or any Subsidiary Guarantor other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement circumstances or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities thereunderas a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Existing Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, but a modification thereof pursuant to the terms contained herein.
Appears in 3 contracts
Sources: Amendment No. 7 to Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the existing Credit Agreement or any other provision of the existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein, nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) The parties hereto acknowledge and agree that this Amendment shall apply and be effective only the other Loan Documents executed and delivered in connection with respect to this Amendment do not constitute a novation or termination of any of the provisions of Obligations.
(c) From and after the Amendment Effective Date, each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. From and after the Amendment Effective Date, each reference in the Credit Agreement to “Schedule 2.01”, “thereunder”, “thereof”, “therein”, or words of like import, and each reference to the Schedule 2.01 to the Credit Agreement in any other Loan Document shall be deemed a reference to Schedule 2.01 to the Credit Agreement as amended hereby. From and after the Amendment Effective Date, each reference in the Loan Documents to the “Pledge and Security Agreement” shall be deemed a reference to the Pledge and Security Agreement as amended hereby. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: Refinancing Amendment (Hologic Inc), Refinancing Amendment No. 4 and Amendment to Pledge and Security Agreement (Hologic Inc), Refinancing Amendment (Hologic Inc)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Fifth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Fifth Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the First Incremental Term Facility Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the First Incremental Term Facility Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 3 contracts
Sources: First Incremental Term Facility Amendment (New Whale Inc.), First Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), First Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment and Waiver shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Collateral Agent or the Administrative Agent Agent, in each case under the Credit Agreement or any other Loan Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect as expressly amended hereby. Nothing The execution, delivery and effectiveness of this Amendment and Waiver shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent toLender, the Collateral Agent or a waiver, amendment, modification or other change of, the Administrative Agent under any of the termsCredit Documents, conditions, obligations, covenants or agreements contained in constitute a waiver of any provision of any of the Credit Agreement or any other Loan Document in similar or different circumstancesDocuments. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment Waiver shall not extinguish any the obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAgreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except effect as expressly modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or implied in this Amendment and Waiver or in any other document contemplated hereby shall be construed as a release or other discharge of any Loan of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and Waiver and confirms that all obligations of such Credit Party under any Loan Document from any the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its obligations grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and liabilities thereunderconfirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.
Appears in 3 contracts
Sources: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.)
Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreements, this Amendment No. 4 shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Original Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other provision of the Original Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement Agreement, the Amended Credit Agreements or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a .
(b) Each Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor Party agrees that (i) all of its obligations, liabilities and indebtedness under each any Loan DocumentDocument to which it is a party, including its guarantee obligations, shall remain in full force and effect, in accordance with applicable law, effect on a continuous basis after giving effect to this AmendmentAmendment No. On 4; (ii) all of the Liens and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the security interests created and arising under such Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effecteffect on a continuous basis, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied and the perfected status and priority of each such Lien and security interest shall continue in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to this Amendment No. 4 as collateral security for its obligations, liabilities and indebtedness under the applicable Amended Credit Agreement and for its guarantees in the other Loan Documents; and (iii) all Obligations under the Loan Documents are payable or guaranteed, as applicable, by each of the Loan Parties in accordance with the applicable Amended Credit Agreement and the other Loan Documents, and each Loan Party unconditionally and irrevocably waives any claim or defense in respect of the Obligations existing on, or arising out of facts occurring at any time on or prior, to the Amendment No. 4 Effective Date, including, without limitation, any claim or defense based on any right of set-off or counterclaim and hereby ratifies and affirms each and every waiver of claims and defenses granted under the Loan Documents.
(c) On and after the Amendment No. 4 Effective Date and prior to the Third Restatement Effective Date, each reference in the Original Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Original Credit Agreement in any other document contemplated hereby Loan Document shall be construed as deemed a release reference to the Pre-Restatement Amended Credit Agreement. On and after the Third Restatement Effective Date, each reference in the Third Amended and Restated Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Third Amended and Restated Credit Agreement in any other discharge of any Loan Party under any Loan Document from any shall be deemed a reference to the Post-Restatement Amended Credit Agreement. This Amendment No. 4 shall constitute a “Loan Document” for all purposes of its obligations the Amended Credit Agreements and liabilities thereunderthe other Loan Documents.
(d) The changes to the definition of “Applicable Margin” in Section 1.1 of the Amended Credit Agreements effected pursuant to this Amendment No. 4 shall apply and be effective on and after the Amendment No. 4
Appears in 2 contracts
Sources: Amendment No. 4 (Vantiv, Inc.), Loan Agreement
Effect of Amendment. Except as expressly set forth herein, this This Amendment to the Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect be effective and the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle be modified and amended in accordance herewith upon the Borrower occurrence of (a) the prior written notice to the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of the Swap Provider, or any Subsidiary Guarantor to a consent toNoteholder or Certificateholder. This Amendment, or a waiveronce effective, amendment, modification or other change of, any shall be effective as of the termsdate first set forth above. Notwithstanding the amendment to Exhibit A, conditionsit will not be necessary to amend the presently outstanding Trust Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment and (ii) all future Trust Certificates will include the language in Exhibit A, as modified. The Sponsor shall give prompt written notice to the Certificateholders, Indenture Trustee, the Swap Provider and each of the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, limitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Sponsor, the Depositor, the Owner Trustee, the Indenture Trustee, the Issuing Entity, the Swap Provider, each of the Noteholders and the Certificateholders shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit Agreement or any other Loan Document in similar or different circumstances. This terms and conditions of this Amendment shall apply be and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation part of the obligations outstanding under terms and conditions of the Credit Agreement or instruments guaranteeing or securing the samefor any and all purposes. The Agreement, which shall remain as amended hereby, is hereby ratified and confirmed in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderall respects.
Appears in 2 contracts
Sources: Trust Agreement (Accredited Mortgage Loan REIT Trust), Trust Agreement (Accredited Mortgage Loan REIT Trust)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Sixth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Sixth Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment and an Incremental Revolving Commitment Increase entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agent, in each case under the Existing Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein Without limiting the foregoing, (i) the Borrower, on its own behalf and on behalf of the other Loan Parties, acknowledges and agrees that (A) each Loan Document is hereby confirmed and ratified and shall be deemed remain in full force and effect according to entitle its respective terms (in the Borrower or any Subsidiary Guarantor to a consent case of the Existing Credit Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, or a waiver, amendment, modification or other change of, any secure the payment of all of the terms, conditions, obligations, covenants or agreements contained Obligations on the terms and conditions set forth in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply Collateral Documents, and be effective only hereby confirms and, to the extent necessary, ratifies the security interests granted pursuant to the Collateral Documents and (ii) the Borrower, on behalf of the Guarantors, hereby confirms and ratifies the continuing unconditional obligations of the Guarantors under the Guaranty with respect to the provisions all of the Credit Agreement specifically referred to hereinGuaranteed Obligations. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all including without limitation for purposes of its obligationsSections 10.15, liabilities 10.16 and indebtedness under each Loan Document10.17 thereof, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentAmendment No. 5 Effective Date, any reference all references to “the Existing Credit Agreement contained Agreement” in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of and all references in the obligations outstanding under the Existing Credit Agreement to “this Agreement,” “hereunder,” “hereof” or instruments guaranteeing or securing words of like import referring to the sameExisting Credit Agreement, which shall remain in full force and effectshall, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderunless expressly provided otherwise, refer to the Amended Credit Agreement.
Appears in 2 contracts
Sources: Credit Agreement (iHeartMedia, Inc.), Term Loan Exchange Agreement (iHeartMedia, Inc.)
Effect of Amendment. This Amendment shall constitute an “Incremental Facility Amendment” for all purposes of the Credit Agreement and the other Loan Documents and the Additional Term B-3 Loans shall constitute “Incremental Term Loans” and “Term B-3 Loans” for all purposes of the Credit Agreement and the other Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed effect and each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any grant of its Liens on the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Collateral made by it pursuant to the provisions of the Credit Agreement specifically referred to hereinSecurity Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all including without limitation for purposes of its obligationsSections 10.14, liabilities 10.15 and indebtedness under each Loan Document10.17 thereof, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentFirst Incremental Facility Closing Date, any reference all references to the Credit Agreement contained in any Loan Document and all references in the Loan Documents shall mean Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as modified herebyamended by this Amendment. This Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall not extinguish any payment obligation outstanding under continue to apply to the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofas amended hereby. Nothing herein contained The Additional Term B-3 Arrangers shall be construed as a substitution or novation of entitled to all rights, privileges and immunities provided to the obligations outstanding under “Lead Arrangers” in the Credit Agreement or instruments guaranteeing or securing and the same, which shall remain in full force other Loan Documents and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby the Additional Term B-3 Co-Documentation Agents shall be construed as a release or entitled to all rights, privileges and immunities provided to the “Documentation Agents” in the Credit Agreement and the other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (Restaurant Brands International Inc.), Incremental Facility Amendment (Restaurant Brands International Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Existing Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Existing Credit Agreement and the other Loan Documents as in effect prior to the Fourth Amendment Effective Date or the Fourth Amendment Operative Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Existing Credit Agreement or the Amended Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement, the Amended Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Existing Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Fourth Amendment Operative Date, each reference in the Existing Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Existing Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Amended Credit Agreement contained in and the other Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Vacasa, Inc.), Revolving Credit Agreement (Vacasa, Inc.)
Effect of Amendment. Except (a) This Second Amendment (i) except as expressly set forth provided herein, this Amendment shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of, of any other term or otherwise affect the rights and remedies condition of the Lenders or the Administrative Agent under the Credit Agreement or of any other Loan Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended by this Second Amendment. Except as otherwise expressly provided by this Second Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Loan Documentshall remain the same. It is declared and agreed by each of the parties hereto that the Credit Agreement, all of which are ratified and affirmed in all respects and as amended hereby, shall continue in full force and effect. Nothing herein , and that this Second Amendment and such Credit Agreement shall be deemed read and construed as one instrument.
(b) Each of the undersigned Guarantors is executing this Second Amendment in order to entitle evidence that it hereby consents to and accepts the terms and conditions of this Second Amendment and the transactions contemplated thereby, agrees to be bound by the terms and conditions hereof, and ratifies and confirms that each Guaranty and each of the other Loan Documents to which it is a party is, and shall remain, in full force and effect after giving effect to this Second Amendment. The Borrower and each of the other Loan Parties hereby confirm and agree that all Liens and other security now or hereafter held by the Collateral Agent for the benefit of the Lenders as security for payment of the Obligations are the legal, valid, and binding obligations of the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representationsLoan Parties, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to are unimpaired by this Amendment. On and after the effectiveness of this Second Amendment, and are hereby ratified and confirmed as security for payment of the Obligations.
(c) No failure or delay on the part of the Administrative Agent or the Lenders to exercise any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding right or remedy under the Credit Agreement or discharge or release the Lien or priority of Agreement, any other Loan Document or applicable law shall operate as a waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other security therefor or further exercise of any guarantee thereof. Nothing herein contained shall right or remedy, all of which are cumulative and may be construed as a substitution or novation of exercised without notice except to the obligations outstanding extent notice is expressly required (and has not been waived) under the Credit Agreement or instruments guaranteeing or securing Agreement, the same, which shall remain in full force other Loan Documents and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderapplicable law.
Appears in 2 contracts
Sources: Credit Agreement, Credit Agreement (Martin Midstream Partners Lp)
Effect of Amendment. (a) Each party hereto agrees that, as among themselves, on and after the Amendment Effective Date the Credit Agreement will be amended, and will be and remain in full force and effect, in the form of the amended and restated Credit Agreement attached hereto as Exhibit A, notwithstanding the failure of any former Lender under the Original Agreement to consent to this Amendment. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Senior Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Senior Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Senior Loan Document in similar or different circumstances. This .
(b) On and after the Amendment shall apply and be effective only with respect to the provisions of Effective Date, each reference in the Credit Agreement specifically referred to "this Agreement", "hereunder", "hereof", "herein", or words of like import, and each reference to the Credit Agreement in any other Senior Loan Document shall be deemed a reference to the Credit Agreement, as amended and restated hereby. This Amendment shall constitute a "Senior Loan Document, and the representations, warranties and agreements contained herein shall, " for all purposes of the Credit Agreement, be deemed to be set forth Agreement and the other Senior Loan Documents.
(c) The changes in the Applicable Rate effected pursuant to this Amendment shall be effective on and after the Amendment Effective Date. All accruals of interest and fees for periods prior to the Amendment Effective Date will be based on the Applicable Rate in effect under the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after Agreement prior to giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 2 contracts
Sources: Credit Agreement (Rite Aid Corp), Credit Agreement (Rite Aid Corp)
Effect of Amendment. (a) Except as expressly set forth hereinin this Second Amendment or in the Credit Agreement, this Second Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Without limiting the generality of the foregoing, the Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2013 New First-Lien Term Loans, all 2013 Converted Existing First-Lien Term Loans, all 2013 Converted Extended First-Lien Term Loans and all Revolving Credit Exposure under the 2013 Extended Revolving Credit Commitments), in each case, as amended by this Second Amendment. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Borrowers to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances.
(b) On and after the Second Amendment Effective Date, each reference in (i) the Credit Agreement, (ii) the Intercreditor Agreement and (iii) the First-Lien Guarantee and Collateral Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to (i) the Credit Agreement, (ii) the Intercreditor Agreement and (iii) the First-Lien Guarantee and Collateral Agreement in any other Loan Document, in each case shall be deemed a reference to (i) the Credit Agreement, (ii) the Intercreditor Agreement and (iii) the First-Lien Guarantee and Collateral Agreement (as amended by this Second Amendment), as the case may be. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Second Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (Univision Holdings, Inc.), Credit Agreement (Univision Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth hereinin this Fifth Amendment or in the Credit Agreement, this Fifth Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Without limiting the generality of the foregoing, the Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including, without limitation, all Revolving Credit Exposure related to the 2015 Extended Revolving Credit Commitments (as increased by the 2015 Revolving Commitment Increases)), in each case, as amended by this Fifth Amendment. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Borrowers to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) On and after the Fifth Amendment shall apply and be effective only with respect to the provisions of Effective Date, each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document, in each case shall be deemed a reference to the Credit Agreement (as amended by this Fifth Amendment). This Fifth Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit AgreementAgreement and the other Loan Documents.
(c) The parties hereto confirm that no novation of any kind has occurred as a result of, be deemed to be set forth or in the Credit Agreement. Each Obligor agrees that all of its obligationsconnection with, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this AmendmentFifth Amendment or otherwise, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or such novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified being hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderexpressly disclaimed.
Appears in 2 contracts
Sources: Credit Agreement (Univision Holdings, Inc.), Credit Agreement (Univision Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Extension Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) For the avoidance of doubt, each Borrower and each other Loan Party hereby reaffirms that (a) the Obligations of the Borrowers and the other Loan Parties under the Credit Agreement and the other Loan Documents that remain unpaid and outstanding as of the date of this Amendment shall, except as expressly set forth herein, continue to exist under and be evidenced by the Credit Agreement and the other Loan Documents, (b) except as expressly set forth herein, the Revolving Facility A Commitments shall continue to exist under and be evidenced by this Agreement and the other Loan Documents and (c) the Collateral and the Loan Documents shall continue to secure, guarantee, support and otherwise benefit the Obligations on the same terms as prior to the effectiveness hereof. Upon the effectiveness of this Amendment, each Loan Document that was in effect immediately prior to the date of this Agreement shall continue to be effective on its terms unless otherwise expressly stated herein. The parties hereto acknowledge and agree that neither the execution and delivery of this Agreement nor the consummation of any other transaction contemplated hereunder is intended to constitute a novation of the Credit Agreement or any other Loan Document.
(c) On and after the Extension Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement as amended by this Amendment. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (NCL CORP Ltd.)
Effect of Amendment. Except The parties hereto agree and acknowledge that: (i) nothing contained in this Amendment in any manner or respect limits or terminates any of the provisions of the Loan Agreement or any of the other Loan Documents other than as expressly set forth herein and further agree and acknowledge that the Loan Agreement (as modified hereby) and each of the other Loan Documents remain and continue in full force and effect and are hereby ratified and confirmed; (ii) nothing contained in this Amendment in any manner or respect requires Agent or any Lender to refund, disgorge or otherwise return any cash payments of principal, interest, fees or other amounts made by any Obligor prior to the date hereof and (iii) other than as expressly set forth herein, the obligations under the Loan Agreement and the guarantees, pledges and grants of security interests created under or pursuant to the Loan Agreement and the other Loan Documents continue in full force and effect in accordance with their respective terms and the Collateral secures and shall continue to secure the Obligors’ obligations under the Loan Agreement as amended by this Amendment and any other obligations and liabilities provided for under the Loan Documents. Except to the extent expressly set forth herein, the execution, delivery and effectiveness of this Amendment shall not by implication operate as a consent or otherwise limitwaiver of any rights, impair, constitute a waiver of, power or otherwise affect the rights and remedies remedy of the Lenders or the Administrative Agent under the Credit Loan Agreement or any other Loan Document, and shall not alter, modify, amend nor constitute a consent or in waiver of any way affect any provision of the terms, conditions, obligations, covenants or agreements contained in the Credit Loan Agreement or any other Loan Document. No delay on the part of any Lender or Agent in exercising any of their respective rights, all of which are ratified remedies, powers and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle privileges under the Borrower Loan Agreement or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the termsLoan Documents or partial or single exercise thereof, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes consent to or waiver thereof. None of the Credit Agreementterms and conditions of this Amendment may be changed, be deemed to be set forth consented to, waived, modified or varied in the Credit Agreement. Each Obligor agrees that all of its obligationsany manner, liabilities and indebtedness under each Loan Documentwhatsoever, including guarantee obligations, shall remain in full force and effect, except in accordance with applicable law, on a continuous basis after giving effect to this AmendmentSection 14.1 of the Loan Agreement. On and after Upon the effectiveness hereof, each reference in the Loan Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of this Amendment, any like import shall mean and be a reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified amended hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 2 contracts
Sources: Loan, Guaranty and Security Agreement (Key Tronic Corp), Loan, Guaranty and Security Agreement (Key Tronic Corp)
Effect of Amendment. Except as expressly set forth herein, this This Amendment to the Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect be effective and the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle be modified and amended in accordance herewith upon the Borrower occurrence of (a) the prior written notice to the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of the Swap Provider, or any Subsidiary Guarantor to a consent toNoteholder or Certificateholder. This Amendment, or a waiveronce effective, amendment, modification or other change of, any shall be effective as of the termsdate first set forth above. Notwithstanding the amendment to Exhibit A, conditionsit will not be necessary to amend the presently outstanding Trust Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment and (ii) all future Trust Certificates will include the language in Exhibit A, as modified. The Sponsor shall give prompt written notice to the Certificateholders, Indenture Trustee, the Swap Provider and each of the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, limitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Sponsor, the Depositor, the Owner Trustee, the Indenture Trustee, the Issuer, the Swap Provider, each of the Noteholders and the Certificateholders shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit Agreement or any other Loan Document in similar or different circumstances. This terms and conditions of this Amendment shall apply be and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation part of the obligations outstanding under terms and conditions of the Credit Agreement or instruments guaranteeing or securing the samefor any and all purposes. The Agreement, which shall remain as amended hereby, is hereby ratified and confirmed in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderall respects.
Appears in 2 contracts
Sources: Trust Agreement (Accredited Mortgage Loan REIT Trust), Trust Agreement (Accredited Mortgage Loan REIT Trust)
Effect of Amendment. Except as expressly set forth herein, this This Amendment to the Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect be effective and the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle be modified and amended in accordance herewith upon the Borrower or any Subsidiary Guarantor occurrence of (a) the prior written notice to a consent to, or a waiver, amendment, modification or other change of, any the Rating Agencies of this Amendment pursuant to Section 12.01 of the termsAgreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of any Noteholder or Certificateholder. This Amendment, conditionsonce effective, shall be effective as of the date first set forth above. Notwithstanding the amendment to Exhibit A, it will not be necessary to amend the presently outstanding Trust Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment and (ii) all future Trust Certificates will include the language in Exhibit A, as modified. The Sponsor shall give prompt written notice to the Certificateholders, Indenture Trustee and each of the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, limitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Sponsor, the Seller, the Owner Trustee, the Indenture Trustee, the Trust, each of the Noteholders and the Certificateholders shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit Agreement or any other Loan Document in similar or different circumstances. This terms and conditions of this Amendment shall apply be and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation part of the obligations outstanding under terms and conditions of the Credit Agreement or instruments guaranteeing or securing the samefor any and all purposes. The Agreement, which shall remain as amended hereby, is hereby ratified and confirmed in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderall respects.
Appears in 2 contracts
Sources: Trust Agreement (Accredited Mortgage Loan Trust 2004-4), Trust Agreement (Accredited Mortgage Loan Trust 2005-1)
Effect of Amendment. (i) Each of parties hereto agrees that from and after the Amendment No. 1 Effective Date, (i) each 2020 Term A Lender shall be an “Incremental Term Loan Lender” and a “Term Loan Lender” for all purposes under the Amended Credit Agreement and the other Loan Documents and perform all the obligations of, and have all the rights of, a Lender thereunder, (ii) the 2020 Term A Loan Commitment of each 2020 Term A Lender shall be a “Term Loan Commitment” for all purposes under the Amended Credit Agreement and the other Loan Documents, (iii) the 2020 Term A Loan Commitments and the 2020 Term A Loans thereunder shall constitute an “Incremental Term A Facility” and a “Facility” for all purposes under the Amended Credit Agreement and the other Loan Documents and (iv) the 2020 Term A Loans shall each be “Other Incremental Term Loans”, “Incremental Term A Loans” and “Term Loans”, representing a separate Class of Loans from the Initial Term B Loans, for all purposes under the Amended Credit Agreement and the other Loan Documents;
(ii) Except as expressly set forth hereinherein (including Exhibit A hereto), this Amendment (i) shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Loan Document as amended hereby, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein This Amendment shall be deemed to entitle the Borrower or any Subsidiary Guarantor to constitute an Incremental Amendment and a consent to, or a waiver, amendment, modification or other change of, any Loan Document for purposes of the termsCredit Agreement and from and after the Amendment No. 1 Effective Date, conditions, obligations, covenants or agreements contained all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or any other words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each of the Loan Document in similar or different circumstancesParties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby. This Amendment and the Amended Credit Agreement shall apply and be effective only with respect to the provisions not constitute a novation of the Credit Agreement specifically referred to herein. This Amendment shall constitute a or the other Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (Maxlinear Inc), Credit Agreement (Maxlinear Inc)
Effect of Amendment. Except (a) This Fifth Amendment (i) except as expressly set forth provided herein, this Amendment shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of, of any other term or otherwise affect the rights and remedies condition of the Lenders or the Administrative Agent under the Credit Agreement or of any other Loan Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended by this Fifth Amendment. Except as otherwise expressly provided by this Fifth Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Loan Documentshall remain the same. It is declared and agreed by each of the parties hereto that the Credit Agreement, all of which are ratified and affirmed in all respects and as amended hereby, shall continue in full force and effect. Nothing herein , and that this Fifth Amendment and such Credit Agreement shall be deemed read and construed as one instrument.
(b) Each of the undersigned Guarantors is executing this Fifth Amendment in order to entitle evidence that it hereby consents to and accepts the terms and conditions of this Fifth Amendment and the transactions contemplated thereby, agrees to be bound by the terms and conditions hereof, and ratifies and confirms that each Guaranty and each of the other Loan Documents to which it is a party is, and shall remain, in full force and effect after giving effect to this Fifth Amendment. The Borrower and each of the other Loan Parties hereby confirm and agree that all Liens and other security now or hereafter held by the Collateral Agent for the benefit of the Lenders as security for payment of the Obligations are the legal, valid, and binding obligations of the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representationsLoan Parties, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with are unimpaired by this Fifth Amendment, and are hereby ratified and confirmed as security for payment of the Obligations.
(c) No failure or delay on the part of the Administrative Agent or the Lenders to exercise any right or remedy under the Credit Agreement, any other Loan Document or applicable law shall operate as a waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Agreement, the other Loan Documents and applicable law, on a continuous basis after giving effect to this Amendment. On .
(d) Upon and after the effectiveness execution of this AmendmentAmendment by each of the parties hereto, any each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement contained Agreement, and each reference in the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 2 contracts
Sources: Credit Agreement (Martin Midstream Partners Lp), Credit Agreement
Effect of Amendment. (a) Except as expressly set forth herein, this First Refinancing Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This First Refinancing Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. The Borrower reaffirms its obligations under the Loan Documents to which it is a party and the validity of the Liens granted by it pursuant to the Collateral Documents.
(b) On and after the First Refinancing Amendment Effective Date and the Additional Amendment Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import, and each reference to the Credit Agreement, “thereunder,” “thereof,” “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This First Refinancing Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (Gentiva Health Services Inc), Credit Agreement (Gentiva Health Services Inc)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Original Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Loan Document, all of which are Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply guarantees and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and, from and after the Amendment No. 2 Effective Date, (x) all references to the Original Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Original Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Original Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Agreement. Each Obligor Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Credit Party under the Loan Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement and (iii) agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect security interests granted by it pursuant to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of secure the obligations outstanding under the Amended Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderAgreement.
Appears in 2 contracts
Sources: Credit Agreement (Jazz Pharmaceuticals PLC), Credit Agreement (Jazz Pharmaceuticals PLC)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Eighth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Eighth Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders Lenders, the Issuing Bank or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This After the Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this AmendmentEffective Date, any reference to the Credit Agreement contained in any Loan Document, and the terms “this Agreement”, “herein”, “hereunder”, “hereto”, “hereof”, “hereby” and words of similar import in the Loan Documents shall Credit Agreement, shall, unless the context otherwise requires, mean the Credit Agreement as modified hereby. This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. This Amendment shall not extinguish any the Obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof, and the Liens and security interests in favor of the Administrative Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to all Obligations. Nothing Except as expressly contemplated hereby, nothing herein contained shall be construed as a substitution substitution, novation, or novation termination of the obligations Obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect.
(b) For the avoidance of doubt, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document the Additional Revolving Commitments contemplated hereby shall do not constitute “Incremental Revolving Commitments” established pursuant to Section 2.21 of the Credit Agreement, the provisions of which are not intended to be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereundermodified hereby.
Appears in 2 contracts
Sources: Credit Agreement (SVMK Inc.), Credit Agreement (SVMK Inc.)
Effect of Amendment. Except (a) On and after the effectiveness of this Amendment, each reference in the Existing Credit Agreement to “this Credit Agreement”, “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Existing Credit Agreement and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement shall mean and be a reference to the Amended Credit Agreement.
(b) The Existing Credit Agreement, and each of the other Loan Documents, in each case as expressly set forth hereinspecifically amended by this Amendment, this are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. This Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent under the Existing Credit Agreement Agreement, or any other Loan Document, and except as expressly set forth herein, shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, or any other provision of the Existing Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower The parties hereto expressly acknowledge that it is not their intention that this Amendment or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Document, but rather constitute a modification thereof pursuant to the provisions of the terms contained herein. The Existing Credit Agreement specifically referred to herein. This Amendment as amended hereby, shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth a continuing agreement among the parties thereto, and all documents, instruments, and agreements delivered, as well as all Liens created, pursuant to or in connection with the Existing Credit AgreementAgreement and the other Loan Documents shall remain in full force and effect, each in accordance with its terms (as amended by this Amendment). Each Obligor party hereto acknowledges and agrees that all of its obligationsthe prior liens, liabilities security interests and indebtedness under each assignments created or granted by any Loan DocumentParty that encumber the Collateral shall continue to exist and remain valid and subsisting, including guarantee obligationsshall not be impaired, extinguished or released hereby, shall remain in full force and effect, in accordance with applicable lawand are hereby ratified, on a continuous basis after giving effect to this Amendment. On renewed, brought forward, extended, and after rearranged as security for the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyObligations. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any constitutes a Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 2 contracts
Sources: Credit Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Loan Document as amended hereby, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities Agreement and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentAmendment No. 2 Effective Date, any reference all references to the Credit Agreement contained in any Loan Document and all references in the Loan Documents shall mean Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as modified herebyamended by this Amendment. This Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall not extinguish any payment obligation outstanding under continue to apply to the Credit Agreement or discharge or release as amended hereby. The parties hereto acknowledge and agree that the Lien or priority amendment of any the Credit Agreement pursuant to this Amendment and all other Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained Documents amended and/or executed and delivered in connection herewith shall be construed as not constitute a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing and the same, which shall remain other Loan Documents as in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect prior to the Amendment No. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder2 Effective Date.
Appears in 2 contracts
Sources: First Lien Credit Agreement (McAfee Corp.), Second Lien Credit Agreement (McAfee Corp.)
Effect of Amendment. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. In addition, each Obligor reaffirms the security interests and Liens granted by such Obligor under the terms and conditions of the Security Documents to secure the Secured Obligations and agrees that such security interests and Liens remain in full force and effect and are hereby ratified, reaffirmed and confirmed. On and after (i) the effectiveness of this AmendmentExtension Amendments Effective Date, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyhereby after giving effect to the Extension Amendments Effective Date, and (ii) the Reorganization Amendments Effective Date, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement (as in effect immediately prior to the Reorganization Amendments Effective Date) as modified hereby after giving effect to the Reorganization Amendments Effective Date. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 2 contracts
Sources: Senior Secured Revolving Credit Agreement (BlackRock TCP Capital Corp.), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Third Incremental Term Facility Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Third Incremental Term Facility Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 2 contracts
Sources: Third Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders Administrative Agent, the Collateral Agent or the Administrative Agent Lenders under the Credit Agreement, the Guarantee and Collateral Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement, the Guarantee and Collateral Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement, the Guarantee and Collateral Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement and the Guarantee and Collateral Agreement specifically referred to herein. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities Guarantee and indebtedness under each Collateral Agreement and the other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. Documents.
(b) On and after the effectiveness First Amendment Effective Date, each reference in each of the Credit Agreement and the Guarantee and Collateral Agreement to “this AmendmentAgreement”, any “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement contained or the Guarantee and Collateral Agreement in the any other Loan Documents Document, shall mean be deemed a reference to the Credit Agreement (as modified amended hereby. This Amendment shall not extinguish any payment obligation outstanding under ) or the Credit Guarantee and Collateral Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed (as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderamended hereby).
Appears in 2 contracts
Sources: Second Lien Credit Agreement (Sunterra Corp), First Lien Credit Agreement (Sunterra Corp)
Effect of Amendment. (a) This Amendment shall not constitute a novation of the Credit Agreement or any of the Credit Documents. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Credit Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan provision of the Credit Agreement or any other Credit Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed By executing and delivering a copy hereof, each Credit Party hereby consents to entitle this Amendment and the Borrower or any Subsidiary Guarantor to a consent totransactions contemplated hereby and hereby confirms its respective guarantees, or a waiverpledges and grants of security interests, amendmentas applicable, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply under and be effective only with respect subject to the provisions terms of each of the Credit Agreement specifically referred Documents to herein. This Amendment shall constitute a Loan Documentwhich it is party, and agrees that, after giving effect to this Amendment, such guarantees, pledges and grants of security interests, and the representations, warranties and agreements contained herein shall, for all purposes terms of each of the Credit AgreementSecurity Documents to which it is a party, be deemed shall continue to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, including to secure the Obligations. For the avoidance of doubt, on and after the Amendment No. 12 Effective Date, this Amendment shall for all purposes constitute a Credit Document.
(b) Each Additional Tranche B-8 Term Loan Lender party hereto (i) confirms that it has received a copy of the Credit Agreement, this Amendment and the other Credit Documents and the exhibits thereto, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and the Amended Credit Agreement; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, any Agent or any other Additional Tranche B-8 Term Loan Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under this Amendment and the Amended Credit Agreement; (iii) appoints and authorizes the Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent or the Collateral Agent, as the case may be, by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; and (iv) agrees that it will perform in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation their terms all of the obligations outstanding which by the terms of the this Amendment and the Amended Credit Agreement are required to be performed by it as a Lender. Upon the Amendment No. 12 Effective Date, the undersigned Additional Tranche B-8 Term Loan Lender shall become a Lender under the Amended Credit Agreement and shall have the respective Additional Tranche B-8 Term Loan Commitment set forth next to its name on the Twelfth Amendment Agreement Allocation Schedule. In addition, if an Existing Tranche B-6 Term Loan Lender has exercised its “Cashless Settlement Option” or instruments guaranteeing the “Post-Closing Settlement Option” pursuant to their Consent to Twelfth Amendment Agreement, the amount of such Existing Tranche B-6 Term Loan Lender’s participation in the Tranche B-8 Term Loans may be less than 100% of the principal amount of such Existing Tranche B-6 Term Loan Lender’s Existing Tranche B-6 Term Loans, based on the RBC Arranger’s allocations of the Tranche B-8 Term Loans.
(c) Each of the Amendment No. 12 Arrangers each in its capacity as such, shall not have any obligations, duties or 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 responsibilities under this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderAmendment.
Appears in 1 contract
Sources: Credit Agreement (GoDaddy Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) From and after the Amendment shall apply Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and be effective only with respect each reference to the provisions of the “Credit Agreement specifically referred to herein. This Amendment shall constitute a Agreement” in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement and each reference in any Loan Document to the representations“Term Lenders”, warranties and agreements contained herein shall“Term Loans”, for all purposes of the “Term Loan Commitments”, “Term Facility”, “Additional Term Loans”, “Additional Term Loan Commitments”, “Revolving Lenders”, “Revolving Loans”, “Revolving Credit AgreementCommitments”, “Revolving Facility”, “Additional Revolving Lenders”, “Additional Revolving Loans” or “Additional Revolving Credit Commitments” shall be deemed to be set forth in include the Credit AgreementAmendment No. Each Obligor agrees that all of its obligations15 Term Lenders, liabilities Amendment No. 15 Term Loans, Amendment No. 15 Term Loan Commitments, Amendment No. 15 Replacement and indebtedness under each Loan DocumentIncremental Revolving Lenders, including guarantee obligationsAmendment No. 15 Replacement and Incremental Revolving Loans and Amendment No. 15 Replacement and Incremental Revolving Commitments, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderapplicable.
Appears in 1 contract
Sources: First Lien Credit Agreement (Lucky Strike Entertainment Corp)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement and the other Senior Loan Documents specifically referred to herein.
(b) On and after the First Restatement Effective Date and the Second Restatement Effective Date, each reference in the Original Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Original Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Senior Loan Document shall be deemed a reference to the First Restated Credit Agreement or the Second Restated Credit Agreement, as the case may be. This Amendment shall constitute a “Senior Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Original Credit Agreement, be deemed to be set forth in the First Restated Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Second Restated Credit Agreement contained in and the other Senior Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (Rite Aid Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each of the parties hereto acknowledges and agrees that the terms of this Amendment do not constitute a novation and, all of which are ratified except as amended hereby, the Credit Agreement and affirmed in all respects and the other Loan Documents shall continue remain in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit AgreementAgreement and from and after the Amendment No. 2 Effective Date, be deemed all references to be set forth the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. The Borrower hereby consents to this Amendment and confirms that all obligations of the Borrower under the Loan Documents to which it is a party shall continue to apply to the Credit Agreement as amended hereby. Each Obligor agrees Loan Party hereby (i) acknowledges all of the terms and conditions of this Amendment and confirms that all of its obligations, liabilities and indebtedness obligations under each the Loan Document, including guarantee obligations, Documents to which it is a party shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect continue to this Amendment. On and after the effectiveness of this Amendment, any reference apply to the Credit Agreement contained in as amended hereby, (ii) reaffirms, as of the Loan Documents shall mean date hereof, its guarantee of the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding Obligations under the Credit Agreement or discharge or release Subsidiary Guarantee Agreement, and its grant of Liens on the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as Collateral to secure the Obligations pursuant to the Security Documents to which it is a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderparty.
Appears in 1 contract
Sources: Credit Agreement (Adient PLC)
Effect of Amendment. (a) On and after the effectiveness of this Amendment, each reference in the Existing Credit Agreement to “this Credit Agreement”, “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Existing Credit Agreement, as amended or waived by this Amendment.
(b) The Existing Credit Agreement and each of the other Loan Documents, in each case as specifically amended or waived by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, or any other provision of the Existing Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower The parties hereto expressly acknowledge that it is not their intention that this Amendment or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Document, but rather constitute a modification thereof pursuant to the provisions of the terms contained herein. The Existing Credit Agreement specifically referred to herein. This Amendment as amended hereby, shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth a continuing agreement among the parties thereto, and all documents, instruments, and agreements delivered, as well as all Liens created, pursuant to or in connection with the Existing Credit Agreement and the other Loan Documents shall remain in full force and effect, each in accordance with its terms (as amended by this Amendment), unless such document, instrument, or agreement has otherwise been terminated or has expired in accordance with or pursuant to the terms of this Amendment or such document, instrument, or agreement or as otherwise agreed by the required parties hereto or thereto. Each party hereto acknowledges and agrees that the liens, security interests and assignments created and granted by any Grantor (as defined in the U.S. Collateral Agreement) under the U.S. Collateral Agreement or any Pledgor (as defined in the U.S. Law Belgian Pledge Agreement and any Belgian Security Agreement) that encumber the Collateral (as defined in the Existing Credit Agreement. Each Obligor agrees that all of its obligations) shall continue to exist and remain valid and subsisting, liabilities and indebtedness under each Loan Documentshall not be impaired, including guarantee obligationsextinguished or released hereby, shall remain in full force and effect, and are hereby ratified, renewed, brought forward, extended, and rearranged as security for the Obligations (as defined in the U.S. Collateral Agreement and the U.S. Law Belgian Pledge Agreement, each as amended by this Amendment) and the Secured Obligations (as defined in the Belgian Receivables Pledge Agreement, the Belgian Bank Accounts Pledge Agreement, and the Belgian Share Pledge Agreement, each as amended by this Amendment), as applicable. For the avoidance of doubt, each of the parties to this Amendment agrees, that, to the extent that any amendment made to the Existing Credit Agreement pursuant to this Amendment shall constitute a novation within the meaning of Article 1271 et seq. of the Belgian Civil Code, then notwithstanding any such novation, all the rights (including in relation to the Collateral created under the Security Documents) of the Lender against the Loan Parties shall be maintained in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after Article 1278 of the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyBelgian Civil Code. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any constitutes a Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 1 contract
Sources: Amendment No. 3 (Ingevity Corp)
Effect of Amendment. Except The effect of the waivers contained in Section 2.1 of this Amendment is expressly limited as expressly set forth provided herein, and in order to induce Lender to agree to such waivers, Borrower agrees that such waiver shall not constitute or be deemed a waiver of any other Event of Default, now existing or hereafter arising, or a waiver of any rights or remedies arising as a result of any such other Event of Default. No consent or waiver, express or implied, by Lender to or for any breach of or deviation from any covenant, condition, or duty by Borrower shall be deemed a consent or waiver to or of any other breach of the same or any other covenant, condition, or duty. Borrower hereby (a) agrees that this Amendment shall not limit or diminish the obligations of Borrower under the Loan Documents, executed or joined in by implication or otherwise limitBorrower and delivered to Lender, impair, constitute a waiver of, or otherwise affect the rights and remedies (b) reaffirms Borrower’s obligations under each of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan DocumentDocuments, and shall not alter, modify, amend or in any way affect any (c) agrees that each of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue Documents remains in full force and effecteffect and is hereby ratified and confirmed. Nothing herein shall be deemed Without limiting the foregoing, notwithstanding Lender’s willingness to entitle enter into this Amendment and any previous amendments to the Loan Agreement, Borrower or any Subsidiary Guarantor expressly acknowledges and agrees that Lender has no obligation to a consent to, or a waiver, amendment, modification or other change of, any further extend applicability of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes clause (d) of the Credit Agreement, be deemed to be set forth definition of “Borrowing Base.” Unless agreed otherwise in the Credit Agreement. Each Obligor agrees that all of writing by Lender in its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, discretion in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean Agreement, the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority applicability of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation clause (d) of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which definition of “Borrowing Base” shall remain expire in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of accordance with its obligations and liabilities thereunderterms.
Appears in 1 contract
Effect of Amendment. This Amendment shall constitute a Refinancing Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement and each other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and reaffirms and confirms the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect its guarantees pursuant to the provisions Guaranty and its grant of Liens to secure the Credit Agreement specifically referred Secured Obligations pursuant to hereinthe Loan Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and, from and after the Amendment No. 4 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in the Credit any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each Obligor of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply including in each case, such obligations pursuant to the Amended Credit Agreement and (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such security interests shall secure the Secured Obligations (including without limitation, the Fourth Amendment Refinancing Term Loans). Neither the modification of its obligationsthe Credit Agreement effected pursuant to this Amendment nor the execution, liabilities delivery, performance or effectiveness of this Amendment and indebtedness under each the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after , such Liens continue unimpaired with the effectiveness same priority to secure repayment of this Amendmentall Secured Obligations (including without limitation, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Fourth Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement Refinancing Term Loans), whether heretofore or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderhereafter incurred.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement or any other Senior Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Original Credit Agreement, the First Restated Credit Agreement, the Second Restated Credit Agreement and the other Senior Loan Documents specifically referred to herein.
(b) On and after the First Restatement Effective Date and the Second Restatement Effective Date, each reference in the Original Credit Agreement to "this Agreement", "hereunder", "hereof", "herein", or words of like import, and each reference to the Original Credit Agreement, "thereunder", "thereof", "therein" or words of like import in any other Senior Loan Document shall be deemed a reference to the First Restated Credit Agreement or the Second Restated Credit Agreement, as the case may be. This Amendment shall constitute a "Senior Loan Document, and the representations, warranties and agreements contained herein shall, " for all purposes of the Original Credit Agreement, be deemed to be set forth in the First Restated Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Second Restated Credit Agreement contained in and the other Senior Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (Rite Aid Corp)
Effect of Amendment. Except as expressly set forth hereinOn and after the date hereof, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or any words of like import referring to the Credit Agreement, and each reference in the other Loan DocumentDocuments to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, mean and are a reference to the Credit Agreement as modified by this Amendment. Except as expressly amended hereby, all of which are ratified the terms and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a and all other Loan Document, Documents are and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effecteffect and are hereby ratified and confirmed. In furtherance of the foregoing, in accordance with applicable laweach of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its grant of security interest and pledge under the Security Agreement and each Loan Document and confirms that the liens, on a continuous basis after giving effect security interests and pledges granted thereunder continue to secure the Obligations, including, without limitation, any additional Obligations resulting from or incurred pursuant to this Amendment. On Each of the Loan Parties as debtor, grantor, mortgagor, pledgor, guarantor, assignor, or in other any other similar capacity in which such Loan Party grants liens or security interests in its property or otherwise acts as accommodation party, guarantor or indemnitor, as the case may be, hereby (i) ratifies and after reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the effectiveness Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Guaranty and Security Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents, in each case subject to the terms thereof and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to the Loan Documents. The execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or the Lenders, constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Obligations. The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Administrative Agent or any Consenting Lender under, the Credit Agreement or any of the other Loan Documents. This Amendment shall be deemed to be a Loan Document as defined in the Credit Agreement. No Novation. By its execution of this Amendment, any reference each of the parties hereto acknowledges and agrees that the terms of this Amendment do not constitute a novation, but, rather, a supplement of a pre-existing indebtedness and related agreement, as evidenced by the Amended Credit Agreement. Joinder Documents. By its execution of this Amendment, each Lender hereby consents to, and instructs the Administrative Agent and/or the Collateral Agent, as applicable, to enter into, each of the Joinder Documents. [Signature Pages Follow] US-DOCS\130540874.4 EXHIBIT A Amended Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.[see attached]
Appears in 1 contract
Sources: Credit Agreement (Ensign Group, Inc)
Effect of Amendment. (a) Except as expressly set forth hereinin this Fourth Amendment or in the Credit Agreement, this Fourth Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2020 New Refinancing Term B Loans and the 2020 Converted Refinancing Term B Loans), in each case, as amended by this Fourth Amendment. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) On and after the Fourth Amendment shall apply and be effective only with respect to the provisions of Effective Date, each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document, in each case shall be deemed a reference to the Credit Agreement as modified by this Fourth Amendment. This Fourth Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit AgreementAgreement and the other Loan Documents.
(c) This Fourth Amendment, the Credit Agreement and the other Loan Documents constitute the entire agreement among the parties hereto with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and verbal, among the parties hereto with respect to the subject matter hereof.
(d) This Fourth Amendment may not be deemed to be set forth amended, modified or waived except in accordance with Section 10.01 of the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Agreement and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Second Refinancing Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment Agreement shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Second Refinancing Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment Agreement shall constitute a Refinancing Amendment entered into pursuant to Section 2.21 of the Credit Agreement in respect of the Original Term A-2 Loans and the Original Term A-3 Loans and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) From and after the Eleventh Amendment shall apply Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and be effective only with respect each reference to the provisions of “Credit Agreement” in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement specifically referred and (ii) each reference in any Loan Document to hereinthe “Revolving Lenders”, “Revolving Loans”, “Revolving Credit Commitments” or “Revolving Facility” shall be deemed to include the Amendment No. 11 Incremental Revolving Lenders and Amendment No. 11 Incremental Revolving Commitments, as applicable.
(c) This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Amended Credit Agreement, Agreement and the other Loan Documents and shall be deemed to be set forth an “Incremental Facility Amendment” as defined in the Amended Credit Agreement. .
(d) Each Obligor agrees party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Existing Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. Agreement.
(e) This Amendment shall not extinguish any payment obligation outstanding under constitute a novation of the Existing Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 1 contract
Effect of Amendment. This Amendment shall constitute a Refinancing Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement and each other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and reaffirms and confirms the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect its guarantees pursuant to the provisions Guaranty and its grant of Liens to secure the Credit Agreement specifically referred Secured Obligations pursuant to hereinthe Loan Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and, from and after the Amendment No. 2 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in the Credit any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each Obligor of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply including in each case, such obligations pursuant to the Amended Credit Agreement and (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such security interests shall secure the Secured Obligations (including without limitation, the Second Amendment Refinancing Term Loans). Neither the modification of its obligationsthe Credit Agreement effected pursuant to this Amendment nor the execution, liabilities delivery, performance or effectiveness of this Amendment and indebtedness under each the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after , such Liens continue unimpaired with the effectiveness same priority to secure repayment of this Amendmentall Secured Obligations (including without limitation, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Second Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement Refinancing Term Loans), whether heretofore or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderhereafter incurred.
Appears in 1 contract
Effect of Amendment. (a) The parties hereto agree that, on the Amendment Closing Date, the following transactions shall be deemed to occur automatically, without further action by any party hereto: (i) all Obligations under the Credit Agreement outstanding on the Amendment Closing Date shall in all respects be continuing and shall be deemed to be Obligations outstanding under the Credit Agreement as amended hereby and (ii) the Guaranties made to the Lenders, the Swap Banks and the Treasury Management Banks pursuant to the Credit Agreement shall remain in full force and effect with respect to the Obligations and are hereby reaffirmed. The parties hereto further acknowledge and agree that this Agreement constitutes an amendment to the Credit Agreement made under and in accordance with the terms of Section 11.01 of the Credit Agreement.
(b) Except as expressly set forth herein, this Amendment Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders Lenders, the Administrative Agents, the L/C Issuers or the Administrative Agent Swing Line Lenders under the Credit Agreement or any other Loan Credit Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Credit Document, all of which which, as amended, supplemented or otherwise modified hereby, are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Credit Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Credit Document in similar or different circumstances. This Agreement shall constitute a Credit Document.
(c) For the avoidance of doubt, it is understood and agreed that the Revolving Commitment of UMB Bank, N.A. is terminated as of the Amendment Closing Date and replaced in full with Revolving Commitments of other Lenders. It is understood and agreed that UMB Bank, N.A. shall apply not be a Lender under the Credit Agreement as of the Amendment Closing Date.
(d) Except as expressly modified and be effective only with respect to amended in this Agreement, all of the terms, provisions and conditions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, Documents shall remain unchanged and in full force and effect. The Credit Documents and any and all other documents heretofore, in accordance with applicable law, on a continuous basis after giving effect now or hereafter executed and delivered pursuant to this Amendment. On and after the effectiveness terms of this Amendment, the Credit Agreement are hereby amended so that any reference to the Credit Agreement contained in the Loan Documents shall mean a reference to the Credit Agreement as modified amended hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative L/C Issuers, Agent, Co-Collateral Agent in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. Nothing The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in the Credit Agreement or constitute a waiver of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions provision of any of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyDocuments. This Amendment shall not extinguish any the Obligations for the payment obligation of money outstanding under prior to the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofSecond Restatement Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Loan Party under Documents. This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Second Restatement Effective Date, all references to the Credit Agreement in any Loan Document from any and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Loan Documents to which such Credit Party is a party shall continue to apply to the Credit Agreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby expressly acknowledges the terms of this Amendment and reaffirms, as of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its obligations guarantee of the Obligations under the Loan Documents and liabilities thereunder(iii) its grant of Liens on the Collateral to secure the Obligations under the Loan Documents pursuant to the Loan Documents.
Appears in 1 contract
Effect of Amendment. Except a. This Amendment (i) except as expressly set forth provided herein, this Amendment shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of, of any other term or otherwise affect the rights and remedies condition of the Lenders or the Administrative Agent under the Credit Agreement or of any other Loan Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended hereby. Except as otherwise expressly provided by this Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Loan Documentshall remain the same. It is declared and agreed by each of the parties hereto that the Credit Agreement, all of which are ratified and affirmed in all respects and as amended hereby, shall continue in full force and effect. Nothing herein , and that this Amendment and such Credit Agreement shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any read and construed as one instrument.
b. Each of the termsundersigned Guarantors is executing this Amendment in order to evidence that it hereby consents to and accepts the terms and conditions of this Amendment and the transactions contemplated hereby, conditionsagrees to be bound by the terms and conditions hereof, obligations, covenants or agreements contained in and ratifies and confirms that each Guaranty and each of the Credit Agreement or any other Loan Document Documents to which it is a party is, and shall remain, in similar or different circumstancesfull force and effect after giving effect to this Amendment. This Amendment shall apply The Borrower and be effective only with respect to the provisions each of the Credit Agreement specifically referred to herein. This Amendment shall constitute a other Loan Document, Parties hereby confirms and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all Liens and other security now or hereafter held by the Collateral Agent for the benefit of its obligationsthe Lenders as security for payment of the Obligations are the legal, liabilities valid, and indebtedness under each binding obligations of the Borrower and the other Loan DocumentParties, including guarantee obligations, shall remain in full force and effect, in accordance with are unimpaired by this Amendment, and are hereby ratified and confirmed as security for payment of the Obligations.
c. No failure or delay on the part of the Administrative Agent or the Lenders to exercise any right or remedy under the Credit Agreement, any other Loan Document or applicable law shall operate as a waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Agreement, the other Loan Documents and applicable law, on a continuous basis after giving effect to this Amendment. On .
d. Upon and after the effectiveness execution of this AmendmentAmendment by each of the parties hereto, any each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement contained Agreement, and each reference in the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified hereby. .
e. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority terminate automatically and be of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full no further force and effecteffect if the conditions to effectiveness set forth in Section 3 have not been satisfied on or before May 29, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder2020.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) From and after the Amendment shall apply Effective Date, (i) each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and be effective only with respect each reference to the provisions of “Credit Agreement” in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement specifically referred and (ii) each reference in any Loan Document to herein. the “Term Lenders”, “Term Loans”, “Term Loan Commitments” or “Term Facility” shall be deemed to include the 2025 Incremental Bridge Term Loan Lenders, 2025 Incremental Bridge Term Loans and 2025 Incremental Bridge Term Loan Commitments, as applicable.
(c) This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Amended Credit Agreement, Agreement and the other Loan Documents and shall be deemed to be set forth an “Incremental Facility Amendment” as defined in the Amended Credit Agreement. .
(d) Each Obligor agrees party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Existing Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. Agreement.
(e) This Amendment shall not extinguish any payment obligation outstanding under constitute a novation of the Existing Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 1 contract
Sources: First Lien Credit Agreement (Lucky Strike Entertainment Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Agent or the Administrative Agent any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Loan Document, all of which are is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit AgreementAgreement and from and after the Amendment No. 2 Effective Date, be deemed all references to be set forth the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each Obligor agrees of the Loan Parties hereby consents to this Amendment and confirms and reaffirms (i) that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby, (ii) its obligationsguaranty of the Obligations (including obligations in respect to the Term Loans after giving effect to this Amendment under the Guaranty, liabilities (iii) its pledges and indebtedness under each Loan Document, grants of security interests and Liens on the Collateral to secure the Obligations (including guarantee obligations, shall remain obligations in full force and effect, in accordance with applicable law, on a continuous basis respect to the Term Loans after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference ) pursuant to the Credit Agreement contained in the Loan Collateral Documents and (iv) such Guarantees, pledges and grants of security interests, as applicable, shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall continue to be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect and shall continue to inure to the benefit of the Lenders (including the New Term Lenders) and the other Secured Parties. Nothing expressed or implied in Neither the modification of the Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any other document contemplated hereby shall Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (including obligations in respect to the Term Loans after giving effect to this Amendment), whether heretofore or hereafter incurred; or (ii) requires that any new filings be construed as a release made or other discharge action taken to perfect or to maintain the perfection of any such Liens. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Party under any Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Document from any of its obligations and liabilities thereunderDocuments as in effect prior to the Amendment No. 2 Effective Date.
Appears in 1 contract
Sources: Credit Agreement (Communications Sales & Leasing, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication be deemed to be an amendment to or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies modification of any other provisions of the Lenders or the Administrative Agent under the Existing Credit Agreement or any other Loan Draw Document or any right, power or remedy of the Lender, nor shall this Amendment constitute a waiver of any provision of the Existing Credit Agreement, any other Draw Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Documentdocument, all instrument and/or agreement executed or delivered in connection therewith, in each case, whether arising before or after the date hereof or as a result of which are ratified and affirmed in all respects and shall continue in full force and effectperformance hereunder or thereunder. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Draw Document in similar or different circumstances.
(b) From and after the Amendment No. This Amendment shall apply and be effective only with respect to the provisions of 1 Effective Date, each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein. ”, or words of like import, and each reference to the “Credit Agreement” in any other Draw Document shall be deemed a reference to the Existing Credit Agreement as amended by this Amendment.
(c) The Borrower (a) acknowledges and consents to all of the terms and conditions of this Amendment, (b) affirms all of its obligations under the Draw Documents and (c) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge its obligations under the Credit Agreement or the Draw Documents.
(d) This Amendment shall constitute a Loan “Draw Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, Agreement and the other Draw Documents.
(e) This Amendment may not be deemed amended nor may any provision hereof be waived except pursuant to be set forth in Section 9.02 of the Credit Agreement. Each Obligor agrees that all To the extent permitted by applicable Requirements of its obligationsLaw, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness any provision of this AmendmentAmendment held to be invalid, illegal or unenforceable in any reference jurisdiction shall, as to such jurisdiction, be ineffective to the Credit Agreement contained extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions thereof; and the invalidity of a particular provision in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment a particular jurisdiction shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or invalidate such provision in any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderjurisdiction.
Appears in 1 contract
Sources: Settlement Line Credit Agreement (Shift4 Payments, Inc.)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan provision of either such agreement or any other Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement, after giving effect to this Amendment, or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Credit Party reaffirms its obligations under the Credit Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Credit Document for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities Agreement and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentAmendment No. 3 Effective Date, any reference all references to the Credit Agreement contained in any Credit Document and all references in the Loan Documents shall mean Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as modified herebyamended by this Amendment. This Amendment shall not extinguish any payment obligation outstanding Each of the Credit Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Credit Agreement as amended hereby and (iii) agrees that all security interests granted by it pursuant to any Credit Document (whether before, on or discharge or release after the Lien or priority Amendment No. 3 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents as amended by this Amendment. The parties hereto acknowledge and agree that the amendment of any Loan Document or any the Credit Agreement pursuant to this Amendment and all other security therefor or any guarantee thereof. Nothing herein contained Credit Documents amended and/or executed and delivered in connection herewith shall be construed as not constitute a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing and the same, which shall remain other Credit Documents as in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect prior to the Amendment No. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder3 Effective Date.
Appears in 1 contract
Effect of Amendment. This Amendment shall constitute an Incremental Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement and each other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and reaffirms and confirms the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect its guarantees pursuant to the provisions Guaranty and its grant of Liens to secure the Credit Agreement specifically referred Secured Obligations pursuant to hereinthe Loan Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and, from and after the Amendment No. 9 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in the Credit any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each Obligor of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply including in each case, such obligations pursuant to the Amended Credit Agreement and (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such security interests shall secure the Secured Obligations (including without limitation, the Incremental Term B-2 Loans). Neither the modification of its obligationsthe Credit Agreement effected pursuant to this Amendment nor the execution, liabilities delivery, performance or effectiveness of this Amendment and indebtedness under each the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after , such Liens continue unimpaired with the effectiveness same priority to secure repayment of this Amendmentall Secured Obligations (including without limitation, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement Incremental Term B-2 Loans), whether heretofore or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderhereafter incurred.
Appears in 1 contract
Sources: Credit Agreement (Horizon Therapeutics Public LTD Co)
Effect of Amendment. Except (a) On and after the Amendment Effective Date, each reference in any Loan Document (other than this Amendment) to the Credit Agreement shall mean and be a reference to the Credit Agreement as amended by this Amendment.
(b) This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement. The Obligors party hereto agree that all of the representations, warranties, terms, covenants, conditions and other provisions of the Credit Agreement and other Loan Documents shall, except as expressly set forth hereinin this Amendment, this Amendment remain unchanged and shall continue to be, and shall remain, in full force and effect in accordance with their respective terms. The amendments, waivers, consents and modifications set forth herein shall be limited precisely as provided for herein to the provisions expressly amended herein or otherwise modified, waived or consented to hereby and shall not by implication or otherwise limitbe deemed to be an amendment to, impair, constitute a waiver of, consent to or otherwise affect modification of any other term or provision of the rights and remedies Credit Agreement or any other Loan Document or of any transaction or further or future action on the part of any Obligor which would require the consent of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification waiver of any Default or other change of, Event of Default or non-compliance with any of the terms, conditions, obligations, covenants term or agreements condition contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligationsExcept as expressly set forth in this Amendment, liabilities the Credit Agreement and indebtedness under each the other Loan Document, including guarantee obligations, Documents are and shall remain continue to be in full force and effecteffect and are hereby in all respects ratified and confirmed.
(c) The execution, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On delivery and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish not, except as expressly provided herein, operate as a waiver of any payment obligation outstanding right, power or remedy of the Agent or any Lender under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or applicable Law, nor constitute a waiver of any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation provision of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewithexpressly set forth herein. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.SECTION
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Credit Document; provided that each Lender party hereto waives its right to reimbursement under Section 3.05 of the Amended Credit Agreement solely as it relates to any prepayment of any Loan Document, on the Amendment No. 7 Effective Date and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan provision of either such agreement or any other Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement, after giving effect to this Amendment or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Credit Party reaffirms its obligations under the Credit Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Credit Document for all purposes of the Credit Agreement and from and after the Amendment No. 7 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect the Credit Parties hereby (i) consents to this Amendment. On and after , (ii) confirms that all obligations of such Credit Party under the effectiveness of this Amendment, any reference Credit Documents to which such Credit Party is a party shall continue to apply to the Credit Agreement contained in as amended hereby and (iii) agrees that all security interests granted by it pursuant to any Credit Document (whether before, on or after the Loan Amendment No. 7 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents shall mean as amended by this Amendment. The parties hereto acknowledge and agree that the amendment of the Credit Agreement as modified hereby. This pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in connection herewith shall not extinguish any payment obligation outstanding under constitute a novation of the Credit Agreement or discharge or release and the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofCredit Documents as in effect prior to the Amendment No. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder7 Effective Date.
Appears in 1 contract
Effect of Amendment. (a) Until this Amendment becomes effective in accordance with its terms and the Funding Date shall have occurred, the Credit Agreement shall remain in full force and effect and shall not be affected hereby. On and after the Funding Date, all obligations of the Borrower under the Credit Agreement shall become obligations of such Borrower under the Amended Credit Agreement and the provisions of the Credit Agreement shall be superseded by the provisions of the Amended Credit Agreement.
(b) Except as expressly set forth hereinin this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Administrative Agent or the Administrative Collateral Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Agreement) are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein or in the Amended Credit Agreement, nothing herein shall be deemed to entitle the Borrower Borrower, any Loan Party or any Subsidiary Guarantor other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement circumstances or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities thereunderas a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, but a modification thereof pursuant to the terms contained herein.
(c) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Secured Parties, the Administrative Agent, or the Collateral Agent, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower, any Loan Party or any other person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents in similar or different circumstances.
(d) As of the Funding Date, each reference in the Credit Agreement (including the Exhibits and Schedules thereto) to “the Credit Agreement,” “this Agreement,” “hereunder,”
Appears in 1 contract
Sources: Credit Agreement (APi Group Corp)
Effect of Amendment. This Amendment shall constitute an “Incremental Facility Amendment” for all purposes of the Credit Agreement and the other Loan Documents and the New Revolving Credit Commitments shall constitute “Additional Revolving Credit Commitments” for all purposes of the Credit Agreement and the other Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. Nothing herein shall be deemed to entitle Without limiting the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any generality of the termsforegoing, conditions, obligations, covenants or agreements contained in the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Credit Agreement or any and the other Loan Document Documents, in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to hereineach case, as amended by this Amendment. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all including without limitation for purposes of its obligationsSections 10.14, liabilities 10.15 and indebtedness under each Loan Document10.17 thereof, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentThird Incremental Facility Closing Date, any reference all references to the Credit Agreement contained in any Loan Document and all references in the Loan Documents shall mean Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as modified herebyamended by this Amendment. This Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall not extinguish any payment obligation outstanding under continue to apply to the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofas amended hereby. Nothing herein contained The New Revolver Arrangers shall be construed as a substitution or novation of entitled to all rights, privileges and immunities provided to the obligations outstanding under “Lead Arrangers” in the Credit Agreement or instruments guaranteeing or securing and the same, which shall remain in full force other Loan Documents and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby the New Revolver Co-Documentation Agents shall be construed as a release or entitled to all rights, privileges and immunities provided to the “Documentation Agents” in the Credit Agreement and the other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (Restaurant Brands International Limited Partnership)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication be deemed to be an amendment to or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies modification of any other provisions of the Lenders or the Administrative Agent under the Existing Credit Agreement or any other Loan DocumentDocument or any right, and shall not alter, modify, amend power or in any way affect any remedy of the termsConsenting Lenders, conditionsnor shall this Amendment constitute a waiver of any provision of the Existing Credit Agreement, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all or any other document, instrument and/or agreement executed or delivered in connection therewith or of which are ratified and affirmed any Default or Event of Default under any of the foregoing, in all respects and shall continue in full force and effecteach case, whether arising before or after the date hereof or as a result of performance hereunder or thereunder. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances.
(b) From and after the Amendment No. This Amendment shall apply 2 Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and be effective only with respect each reference to the provisions of “Credit Agreement” in any other Loan Document shall be deemed a reference to the Existing Credit Agreement as amended by this Amendment (other than the Amendment No. 2 Closing Date Amendments).
(c) From and after the Amendment No. 2 Closing Date, each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein. ”, or words of like import, and each reference to the “Credit Agreement” in any other Loan Document shall be deemed a reference to the Amended Credit Agreement as amended by this Amendment.
(d) The Borrower (a) acknowledges and consents to all of the terms and conditions of this Amendment, (b) affirms all of its obligations under the Loan Documents and (c) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge its obligations under the Credit Agreement or the Loan Documents.
(e) This Amendment shall constitute a “Loan Document, ” and the representations, warranties and agreements contained herein shall, an “Incremental Facility Amendment” for all purposes of the Credit Agreement, Agreement and the other Loan Documents.
(f) This Amendment may not be deemed amended nor may any provision hereof be waived except pursuant to be set forth in Section 9.02 of the Credit Agreement. Each Obligor agrees that all To the extent permitted by applicable Requirements of its obligationsLaw, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness any provision of this AmendmentAmendment held to be invalid, illegal or unenforceable in any reference jurisdiction shall, as to such jurisdiction, be ineffective to the Credit Agreement contained extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions thereof; and the invalidity of a particular provision in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment a particular jurisdiction shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or invalidate such provision in any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderjurisdiction.
Appears in 1 contract
Sources: Second Amended and Restated First Lien Credit Agreement (Shift4 Payments, Inc.)
Effect of Amendment. On and after the Amendment No. 1 Effective Date, each reference to the Credit Agreement in any Loan Document (including to any Exhibit or Schedule attached thereto) shall be deemed to be a reference to the Amended Credit Agreement. As of the Amendment No. 1 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder,” “thereof” and words of like import), shall mean and be a reference to the Amended Credit Agreement, and this Amendment and the Credit Agreement shall be read together and construed as a single instrument. Each reference to a “Lender” or “Lenders” or “Revolving Credit Lender” or “Secured Party” or any similar term in the Credit Agreement or the other Loan Documents shall be deemed to include each Additional Lender. Except as expressly set forth hereinin this Amendment, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement as in effect immediately prior to the Amendment No. 1 Effective Date or any other Loan Document in similar or different circumstances. This Amendment shall apply Except as expressly amended hereby or specifically waived above, (i) all of the terms and be effective only with respect to the provisions of the Amended Credit Agreement specifically referred to herein. This Amendment shall constitute a and all other Loan Document, Documents are and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effecteffect and are hereby ratified and confirmed, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement (ii) nothing contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Amended Credit Agreement or instruments guaranteeing or securing the sameany other Loan Document, which obligations shall remain in full force and effect, except in each case as modified amended, restated, replaced and superseded hereby or by any instruments executed concurrently herewithin connection herewith or therewith. Nothing expressed or implied in this This Amendment or any shall constitute a “Loan Document” for all purposes of the Amended Credit Agreement and the other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (Paycor Hcm, Inc.)
Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreement, this Amendment Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, Voting Participants or the Administrative Agent under the Existing Credit Agreement, the Existing Security Agreement or any other Loan Document, Document and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or in the Existing Security Agreement or any other provision of the Existing Credit Agreement or of the Existing Security Agreement or of any other Loan Document, all of which which, subject to the terms of the Amended Credit Agreement and the Amended Security Agreement, are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle Holdings and the Borrower or any Subsidiary Guarantor Borrowers to a future consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement, Amended Credit Agreement, Existing Security Agreement, Amended Security Agreement or any other Loan Document in similar or different circumstances.
(b) On and after the First Amendment Effective Date, each reference in the Loan Documents to the “Credit Agreement” shall be deemed a reference to the Amended Credit Agreement. On and after the First Amendment Effective Date, each reference in the Loan Documents to the “Security Agreement” shall be deemed a reference to the Amended Security Agreement.
(c) This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Amended Credit Agreement, the Amended Security Agreement and the other Loan Documents.
(d) Each of the Administrative Agent, each Consenting Lender, each Consenting Voting Participant and each Loan Party expressly acknowledge that it is not its intention that this Amendment Agreement or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants, grants of Liens or agreements contained in the Existing Credit Agreement, the Existing Security Agreement or any other Loan Document (as defined in the Existing Credit Agreement), but rather constitute a modification thereof or supplement thereto pursuant to the terms contained herein and therein. The Existing Credit Agreement, the Existing Security Agreement and the other Loan Documents (as defined in the Existing Credit Agreement), in each case as amended, modified or supplemented hereby, shall be deemed to be set forth continuing agreements among the parties thereto, and all documents, instruments, and agreements delivered, as well as all Liens (as defined in the Existing Credit Agreement. Each Obligor agrees that all of its obligations) created, liabilities pursuant to or in connection with the Existing Credit Agreement, the Existing Security Agreement and indebtedness under each the other Loan Document, including guarantee obligations, Documents (as defined in the Existing Credit Agreement) shall remain in full force and effect, each in accordance with applicable lawits terms (as amended, on a continuous basis after giving effect modified or supplemented by this Amendment Agreement), unless such document, instrument, or agreement has otherwise been terminated or has expired in accordance with or pursuant to this Amendment. On and after the effectiveness terms of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge such document, instrument, or release agreement or as otherwise agreed by the Lien required parties hereto or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderthereto.
Appears in 1 contract
Sources: Credit Agreement (Rayonier Advanced Materials Inc.)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Agent or the Administrative Agent Collateral Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement, or any other Loan Document, all of which are is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement and from and after the Amendment No. 4 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor Loan Party hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions hereof and the transactions contemplated thereby. Each Subsidiary Guarantor hereby (a) affirms and confirms its guarantees and other commitments under the Guarantee Agreement and (b) agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain the Guarantee Agreement is in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference shall accrue to the Credit Agreement contained in benefit of the Secured Parties to guarantee the Obligations, including the Term B-1 Loans. Each Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding Party hereby (a) affirms and confirms its pledges, grants and other commitments under the Credit Pledge Agreement or discharge or release and (b) agrees that the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Pledge Agreement or instruments guaranteeing or securing the same, which shall remain is in full force and effecteffect and shall accrue to the benefit of the Secured Parties to secure the Obligations, except as modified hereby or by instruments executed concurrently herewithincluding the Term B-1 Loans. Nothing expressed or implied in The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.is not intended to constitute a
Appears in 1 contract
Sources: Incremental Assumption Agreement (Match Group, Inc.)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit AgreementAgreement and from and after the Amendment No. 7 Effective Date, be deemed all references to be set forth the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each Obligor agrees of the Loan Parties hereby (i) consents to this Amendment and the Additional Term B-3 Joinder Agreement, (ii) confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby and by the Additional Term B-3 Joinder Agreement (iii) confirms and reaffirms its obligations, liabilities and indebtedness under each Loan Document, Guarantee of the Obligations (including guarantee obligations, shall remain obligations in full force and effect, in accordance with applicable law, on a continuous basis respect of the Term B-3 Loans after giving effect to this Amendment. On ) and after the effectiveness of this Amendment, (iv) agrees that all security interests granted by it pursuant to any reference to the Credit Agreement contained in the Loan Documents Document shall mean secure the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or amended by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderthe Additional Term B-3 Joinder Agreement.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth hereinin this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Administrative Agent or the Administrative Collateral Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Agreement) are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein or in the Amended Credit Agreement, nothing herein shall be deemed to entitle the Borrower Borrower, any Loan Party or any Subsidiary Guarantor other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement circumstances or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities thereunderas a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, but a modification thereof pursuant to the terms contained herein.
(b) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Secured Parties, the Administrative Agent, or the Collateral Agent, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower, any Loan Party or any other person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents in similar or different circumstances.
(c) As of the Effective Date, each reference in the Credit Agreement (including the Exhibits and Schedules thereto) to “
Appears in 1 contract
Sources: Credit Agreement (APi Group Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent, the Collateral Trustee or any other Agent under the Credit Agreement or any other Loan DocumentDocument and the rights, protections and indemnities afforded the Administrative Agent, the Collateral Trustee or any other Agents under the Loan Documents shall apply to the execution hereof and the transactions contemplated hereunder and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the termsguarantees and Liens granted by it pursuant to the Security Documents (including, conditionswithout limitation, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to hereinTranche B-1 Dollar Term Loans). This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and, from and after the Amendment No. 1 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, and the representations, warranties and agreements contained herein shall, for unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all purposes obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Amended Credit Agreement and (iii) agrees that all security interests and guarantees granted by it pursuant to any Loan Document shall secure and extend to the Obligations (including, without limitation, with respect to the Tranche B-1 Dollar Term Loans). This Amendment shall not constitute a novation of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all any of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under thereunder. The undersigned Required Lenders hereby consent to the Credit Agreement or instruments guaranteeing or 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 execution of this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderdirect the Collateral Trustee and the Administrative Agent to execute this Amendment.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment No. 2 shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Lenders, Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Loan Documents. Nothing The execution, delivery and effectiveness of this Amendment No. 2 shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in constitute a waiver of any provision of any of the Credit Agreement or any other Loan Document in similar or different circumstancesDocuments. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to hereinNo. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment 2 shall not extinguish any the obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAgreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or implied in this Amendment No. 2 or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Loan Parties from the Loan Documents. This Amendment No. 2 shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment No. 2. Each of the Loan Parties hereby consents to this Amendment No. 2 and confirms that all obligations of such Loan Party under any the Loan Document from any of its obligations and liabilities thereunderDocuments to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, this This Amendment to the Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect be effective and the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle be modified and amended in accordance herewith upon the Borrower or any Subsidiary Guarantor occurrence of (a) prior written notice to a the Rating Agencies and the prior written consent to, or a waiver, amendment, modification or other change of, any of the termsNote Insurer of this Amendment pursuant to Section 12.01 of the Agreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of any Noteholder or Certificateholder. This Amendment, conditionsonce effective, shall be effective as of the date first set forth above. Notwithstanding the amendment to Exhibit A, it will not be necessary to amend the presently outstanding Trust Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment and (ii) all future Trust Certificates will include the language in Exhibit A, as modified. The Sponsor shall give prompt written notice to the Certificateholders, Indenture Trustee, the Note Insurer and each of the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, limitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Sponsor, the Seller, the Trust, the Owner Trustee, the Indenture Trustee, the Note Insurer, each of the Noteholders and the Certificateholder shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit Agreement or any other Loan Document in similar or different circumstances. This terms and conditions of this Amendment shall apply be and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation part of the obligations outstanding under terms and conditions of the Credit Agreement or instruments guaranteeing or securing the samefor any and all purposes. The Agreement, which shall remain as amended hereby, is hereby ratified and confirmed in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderall respects.
Appears in 1 contract
Sources: Trust Agreement (Accredited Mortgage Loan Trust 2004-2)
Effect of Amendment. (a) Until this Amendment becomes effective in accordance with its terms and the Amendment No. 8 Effective Date shall have occurred, the Existing Credit Agreement shall remain in full force and effect and shall not be affected hereby. On and after the Amendment No. 8 Effective Date, all obligations of the Borrower under the Existing Credit Agreement shall become obligations of such Borrower under the Amended Credit Agreement and the provisions of the Existing Credit Agreement shall be superseded by the provisions of the Amended Credit Agreement.
(b) Except as expressly set forth hereinin this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Agreement) are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein or in the Amended Credit Agreement, nothing herein shall be deemed to entitle the Borrower Borrower, any Loan Party or any Subsidiary Guarantor other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement circumstances or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities thereunderas a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Existing Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, but a modification thereof pursuant to the terms contained herein.
Appears in 1 contract
Sources: Credit Agreement (APi Group Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re- affirmed in all respects and shall continue in full force and effect. Nothing herein Without limiting the foregoing, (i) the Borrower, on its own behalf and on behalf of the other Loan Parties, acknowledges and agrees that (A) each Loan Document is hereby confirmed and ratified and shall be deemed remain in full force and effect according to entitle its respective terms (in the Borrower or any Subsidiary Guarantor to a consent case of the Credit Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, or a waiver, amendment, modification or other change of, any secure the payment of all of the terms, conditions, obligations, covenants or agreements contained Obligations on the terms and conditions set forth in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply Collateral Documents, and be effective only hereby confirms and, to the extent necessary, ratifies the security interests granted pursuant to the Collateral Documents and (ii) the Borrower, on behalf of the Guarantors, hereby confirms and ratifies the continuing unconditional obligations of the Guarantors under the Guaranty with respect to the provisions all of the Credit Agreement specifically referred to hereinGuaranteed Obligations. This Amendment shall constitute a Loan DocumentDocument for purposes of the Amended Credit Agreement, including without limitation for purposes of Sections 10.15, 10.16 and 10.17 thereof, and from and after the representationsAmendment No. 4 Effective Date, warranties all references to “the Credit Agreement” in any Loan Document and agreements contained herein shall, for all purposes references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 1 contract
Sources: Credit Agreement (iHeartMedia, Inc.)
Effect of Amendment. Except The parties hereto agree and acknowledge that: (i) nothing contained in this Amendment in any manner or respect limits or terminates any of the provisions of the Loan Agreement or any of the other Loan Documents other than as expressly set forth herein and further agree and acknowledge that the Loan Agreement (as modified hereby) and each of the other Loan Documents remain and continue in full force and effect and are hereby ratified and confirmed; (ii) nothing contained in this Amendment in any manner or respect requires Agent or any Lender to refund, disgorge or otherwise return any cash payments of principal, interest, fees or other amounts made by any Obligor prior to the date hereof and (iii) other than as expressly set forth herein, the obligations under the Loan Agreement and the guarantees, pledges and grants of security interests created under or pursuant to the Loan Agreement and the other Loan Documents continue in full force and effect in accordance with their respective terms and the Collateral secures and shall continue to secure the Obligors’ obligations under the Loan Agreement as amended by this Amendment and any other obligations and liabilities provided for under the Loan Documents. Except to the extent expressly set forth herein, the execution, delivery and effectiveness of this Amendment shall not by implication operate as a consent or otherwise limitwaiver of any rights, impair, constitute a waiver of, power or otherwise affect the rights and remedies remedy of the Lenders or the Administrative Agent under the Credit Loan Agreement or any other Loan Document, and shall not alter, modify, amend nor constitute a consent or in waiver of any way affect any provision of the terms, conditions, obligations, covenants or agreements contained in the Credit Loan Agreement or any other Loan Document. No delay on the part of any Lender or Agent in exercising any of their respective rights, all of which are ratified remedies, powers and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle privileges under the Borrower Loan Agreement or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the termsLoan Documents or partial or single exercise thereof, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes consent to or waiver thereof. None of the Credit Agreementterms and conditions of this Amendment may be changed, be deemed to be set forth consented to, waived, modified or varied in the Credit Agreement. Each Obligor agrees that all of its obligationsany manner, liabilities and indebtedness under each Loan Documentwhatsoever, including guarantee obligations, shall remain in full force and effect, except in accordance with applicable law, on a continuous basis after giving effect to this AmendmentSection 14.1 of the Loan Agreement. On and after Upon the effectiveness hereof, each #510708345_v2 reference in the Loan Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of this Amendment, any like import shall mean and be a reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified amended hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.
Appears in 1 contract
Sources: Loan, Guaranty and Security Agreement (Key Tronic Corp)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Agent or the Administrative Agent Issuing Banks, in each case under the Existing Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Loan Document, all of which are Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed The U.S. Borrower, on behalf of itself and each Loan Guarantor, reaffirms its obligations and the obligations of each Loan Guarantor under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinSecurity Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and from and after the Amendment No. 4 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor agrees The U.S. Borrower, on behalf of itself and each of the Loan Guarantors, hereby consents to this Amendment and confirms that all obligations of its obligations, liabilities and indebtedness the U.S. Borrower or each such Loan Guarantor under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents to which the U.S. Borrower and such Loan Guarantor is a party shall mean continue to apply to the Amended Credit Agreement as modified herebyAgreement. This Amendment shall not extinguish any payment obligation outstanding under constitute a novation of the Existing Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 1 contract
Sources: Credit Agreement (Aramark)
Effect of Amendment. Except as expressly set forth herein, this Amendment (i) shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Security Documents. Nothing The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, the Administrative Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in the Credit Agreement or constitute a waiver of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions provision of any of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyDocuments. This Amendment shall not extinguish any the obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAgreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Loan Parties from the Loan Documents. This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No. 1 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under any the Loan Document from any of its obligations and liabilities thereunderDocuments to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby.
Appears in 1 contract
Sources: Credit Agreement (Ducommun Inc /De/)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment No. 4 shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment No. 4 shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. The Borrower reaffirms its obligations under the Loan Documents to which it is a party and the validity of the Liens granted by it pursuant to the Collateral Documents.
(b) On and after the Amendment No. 4 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import, and each reference to the Credit Agreement, “thereunder,” “thereof,” “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment No. 4 shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (Brocade Communications Systems Inc)
Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreement, this Amendment No. 5 shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Original Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other provision of the Original Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement, the Amended Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a .
(b) Each Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor Party agrees that (i) all of its obligations, liabilities and indebtedness under each any Loan DocumentDocument to which it is a party, including its guarantee obligations, shall remain in full force and effect, in accordance with applicable law, effect on a continuous basis after giving effect to this AmendmentAmendment No. On 5; (ii) all of the Liens and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the security interests created and arising under such Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effecteffect on a continuous basis, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied and the perfected status and priority of each such Lien and security interest shall continue in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to this Amendment No. 5 as collateral security for its obligations, liabilities and indebtedness under the Amended Credit Agreement and for its guarantees in the other Loan Documents; and (iii) all Obligations under the Loan Documents are payable or guaranteed, as applicable, by each of the Loan Parties in accordance with the Amended Credit Agreement and the other Loan Documents, and each Loan Party unconditionally and irrevocably waives any claim or defense in respect of the Obligations existing on, or arising out of facts occurring at any time on or prior, to the Amendment No. 5 Effective Date, including, without limitation, any claim or defense based on any right of set-off or counterclaim and hereby ratifies and affirms each and every waiver of claims and defenses granted under the Loan Documents.
(c) On and after the Amendment No. 5 Effective Date, each reference in the Original Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Original Credit Agreement in any other document contemplated hereby Loan Document shall be construed as deemed a release or reference to the Amended Credit Agreement. This Amendment No. 5 shall constitute a “Loan Document” for all purposes of the Amended Credit Agreement and the other discharge Loan Documents.
(d) The changes to the definition of any Loan Party under any Loan Document from any “Applicable Margin” in Section 1.1 of its obligations the Amended Credit Agreement effected pursuant to this Amendment No. 5 shall apply and liabilities thereunder.be effective on and after the Amendment No. 5
Appears in 1 contract
Sources: Amendment No. 5 (Worldpay, Inc.)
Effect of Amendment. (a) Until this Amendment becomes effective in accordance with its terms and the Effective Date shall have occurred, the Credit Agreement shall remain in full force and effect and shall not be affected hereby. On and after the Funding Date, all obligations of the Borrower under the Credit Agreement shall become obligations of such Borrower under the Amended Credit Agreement and the provisions of the Credit Agreement shall be superseded by the provisions of the Amended Credit Agreement.
(b) Except as expressly set forth hereinin this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Administrative Agent or the Administrative Collateral Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Agreement) are ratified and affirmed in all respects and shall continue in full force and effect. Nothing Except as expressly set forth herein or in the Amended Credit Agreement, nothing herein shall be deemed to entitle the Borrower Borrower, any Loan Party or any Subsidiary Guarantor other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement circumstances or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities as a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, but a modification thereof pursuant to the terms contained herein.
(c) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Secured Parties, the Administrative Agent, or the Collateral Agent, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower, any Loan Party or any other person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Collateral Documents in similar or different circumstances.
(d) As of the Effective Date, each reference in the Credit Agreement (including the Exhibits and Schedules thereto) to “the Credit Agreement,” “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall mean and be a reference to the Credit Agreement as amended by Section 2(a) hereof. As of the Funding Date, each reference in the Credit Agreement (including the Exhibits and Schedules thereto) to “the Credit Agreement,” “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall mean and be a reference to the Amended Credit Agreement. This Amendment shall constitute a Loan Document (as defined in the Credit Agreement both before and after giving effect to the amendment thereof by this Amendment and the Amended Credit Agreement).
(e) On the Funding Date, the 2021 Incremental Term Loan Lender, if not already a Lender immediately prior to the Funding Date, shall, as applicable, (i) become a “Lender” and a “Term Loan Lender”, in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents and (ii) have the “2021 Incremental Term Loan Commitment” set forth on Exhibit C attached hereto be a “2021 Incremental Term Loan Commitment” under the Amended Credit Agreement and such 2021 Incremental Term Loan Lender’s 2021 Incremental Term Loans be “2021 Incremental Term Loans” under the Amended Credit Agreement.
(f) On the Effective Date, each 2021 Revolving Credit Lender, if not already a Lender immediately prior to the Effective Date, shall, as applicable, (i) become a “Lender” and a “Revolving Credit Lender”, in each case, for all purposes of the Credit Agreement and the other Loan Documents and (ii) have the “Upsized Revolving Credit Commitment” set forth on Exhibit C attached hereto be a “Revolving Credit Commitment” and an “Initial Revolving Credit Commitment” under the Credit Agreement.
(g) Except as provided herein, the 2021 Incremental Term Loans shall be treated as “Term Loans”, the 2021 Incremental Term Loan Facility shall be treated as a “Term Loan Facility” and the 2021 Revolving Credit Commitment Increase shall be treated as part of the “Initial Revolving Credit Commitments”, in each case, for all purposes under the Amended Credit Agreement, including, without limitation with respect to maturity, prepayments, repayments, interest rate and other economic terms.
Appears in 1 contract
Sources: Credit Agreement (APi Group Corp)
Effect of Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the other Loan Documents. Except as expressly set forth herein, this Amendment (i) shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Administrative Agent, any other Agent or the Administrative Agent Issuing Lenders, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle Each Loan Party hereby expressly acknowledges the Borrower or any Subsidiary Guarantor to a consent toterms of this Amendment and reaffirms, or a waiver, amendment, modification or other change of, any as of the termsdate hereof, conditions, obligations, (i) the covenants or and agreements contained in the Credit Agreement or any other each Loan Document to which it is a party, including, in similar or different circumstances. This each case, such covenants and agreements as in effect immediately after giving effect to this Amendment shall apply and be effective only with respect the transactions contemplated hereby and (ii) its guarantee of the Obligations under the Guaranty, as applicable, and its grant of Liens on the Collateral to secure the Obligations pursuant to the provisions of the Credit Agreement specifically referred to hereinSecurity Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement and from and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereto,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligationsrefer, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On from and after the effectiveness of this AmendmentAmendment No. 2 Effective Date, any reference to the Credit Agreement contained in as amended by this Amendment. Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall mean continue to apply to the Credit Agreement Agreement, including on and after the Amendment No. 2 Effective Date, as modified amended hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder.[Signature pages follow]
Appears in 1 contract
Sources: Credit Agreement (Davita Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower The parties hereto expressly acknowledge that it is not their intention that this Amendment or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document Document, but a modification thereof pursuant to the terms contained herein. As of the Funding Date, each reference in similar the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or different circumstances. This Amendment words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall apply mean and be effective only with respect a reference to the provisions Credit Agreement as amended hereby, and this Amendment and the Credit Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement specifically referred shall be amended to hereinreflect the changes made in this Amendment as of the Funding Date. This Amendment shall constitute a Loan DocumentDocument (as defined in the Credit Agreement, both before and after giving effect to the representationsamendment thereof hereby).
(b) On the Funding Date, warranties each Tranche B-1 Term Loan Lender, if not already a Lender immediately prior to the Funding Date, shall, as applicable, (i) become a “Lender” and agreements contained herein shalla “Term Loan Lender”, in each case, for all purposes of the Credit Agreement, be deemed to be Agreement and the other Loan Documents and (ii) have the “Tranche B-1 Term Loan Commitment” set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each on such Tranche B-1 Term Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on Lender’s signature page hereto be a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the “Tranche B-1 Term Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding Commitment” under the Credit Agreement or discharge or release the Lien or priority of any and such Tranche B-1 Term Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall Lender’s Tranche B-1 Term Loans be construed as a substitution or novation of the obligations outstanding “Tranche B-1 Term Loans” under the Credit Agreement or instruments guaranteeing or securing Agreement.
(c) Except as provided herein, 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 Amendment or any other document contemplated hereby Tranche B-1 Term Loans shall be construed treated as a release or Term Loans for all purposes under the Credit Agreement, including, without limitation with respect to maturity, prepayments, repayments, interest rate and other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereundereconomic terms.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Agent or the Administrative Agent Collateral Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement, or any other Loan Document, all of which are is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit Agreement and from and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor Loan Party hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions hereof and the transactions contemplated thereby. Each Subsidiary Guarantor hereby (a) affirms and confirms its guarantees and other commitments under the Guarantee Agreement and (b) agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain the Guarantee Agreement is in full force and effecteffect and shall accrue to the benefit of the Secured Parties to guarantee the Obligations, including the Term B-1 Loans. Each Loan Party hereby (a) affirms and confirms its pledges, grants and other commitments under the Pledge Agreement and (b) agrees that the Pledge Agreement is in accordance with applicable lawfull force and effect and shall accrue to the benefit of the Secured Parties to secure the Obligations, on a continuous basis after giving effect to this Amendmentincluding the Term B-1 Loans. On The parties hereto acknowledge and after agree that the effectiveness amendment of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This pursuant to this Amendment shall is not extinguish any payment obligation outstanding under intended to constitute a novation of the Credit Agreement or discharge or release the Lien or priority of any other Loan Document or any other security therefor or any guarantee thereofDocuments as in effect prior to the Amendment No. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder3 Effective Date.
Appears in 1 contract
Sources: Credit Agreement (Match Group, Inc.)
Effect of Amendment. (a) It is the intention of each of the parties hereto that the Credit Agreement be amended pursuant to this Amendment, so as to preserve the validity, perfection and priority of all Liens securing the Obligations and that, after giving effect to this Amendment all Obligations shall be secured by the Collateral and Liens granted under the Collateral Documents and that this Agreement does not constitute a novation or termination of the Credit Agreement or the other Loan Documents. Further, for the avoidance of doubt, it is intention of each of the parties hereto that all obligations subject to the First Lien Intercreditor Agreement, dated as of March 21, 2017, among the Collateral Agent and each of the Notes Collateral Agents (as defined therein) party thereto, shall be deemed to be secured by a Lien ranking pari passu with the Obligations.
(b) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor VPI to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This .
(c) From and after the First Amendment shall apply and be effective only with respect to the provisions of Effective Date, (i) each reference in the Credit Agreement specifically referred to “this Agreement”, “hereunder”, “hereof”, “herein. ”, or words of like import, and each reference to the “Credit Agreement” in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby and (ii) each reference in any Loan Document to the “Term Lenders”, “Additional Loans”, “Additional Term Loans”, “Term Loans” or “Term Facility” shall be deemed a reference to the New Term Lenders, the New Term Loans or the New Term Facility.
(d) This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, Agreement and the other Loan Documents and shall be deemed to be set forth an “Incremental Facility Amendment”, as defined in the Credit Agreement. .
(e) Each Obligor agrees party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 of its obligationsthe Credit Agreement.
(f) The Administrative Agent and each New Term Lender party hereto consents to an Interest Period for the New Term Loans beginning on the First Amendment Effective Date and ending on the last day of the Interest Period then in effect with respect to the Initial Term Loans outstanding immediately prior to the effectiveness of this Amendment.
(g) The Administrative Agent and each New Term Lender party hereto agree that amortization payments with respect to the First Incremental Term Loans shall commence on the last Business Day of March, liabilities 2019.
(h) Each Loan Party party hereto hereby expressly acknowledges the terms of this Amendment and indebtedness under affirms or reaffirms, as applicable, as of the date hereof, the covenants and agreements contained in each Loan DocumentDocument to which it (or the applicable Loan Party) is a party, including guarantee obligations, shall remain in full force and effectincluding, in accordance with applicable laweach case, on a continuous basis such covenants and agreements as in effect immediately after giving effect to this Amendment. On Amendment and after the transactions contemplated hereby.
(i) Each Loan Party party hereto, by its signature below, hereby affirms and confirms, subject to the execution of the documents listed on, and the taking of actions required by, Annex B (within the time periods prescribed therein) and applicable local law requirements, and notwithstanding anything to the contrary in, the Loan Documents (including, for the avoidance of doubt, with respect to the effectiveness of the Collateral Documents and validity and perfection of Liens pending the execution of such documents and taking of such actions), (i) its (or the applicable Loan Party’s) obligations under each of the Loan Documents to which it (or the applicable Loan Party) is a party and (ii) the pledge of and/or grant of a security interest in its (or the applicable Loan Party’s) assets as Collateral to secure such Obligations, all as provided in the Collateral Documents, and each party hereto acknowledges and agrees that such guarantee, pledge and/or grant continue in full force and effect in respect of, and to secure, or upon the effectiveness of any amendment or supplement thereto entered into in connection with this Amendment, any reference to the Credit Agreement contained will continue in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding full force and effect in respect of, and will secure, such Obligations under the Credit Agreement or discharge or release and the Lien or priority of any other Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative L/C Issuers, Agent, Co-Collateral Agent in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. Nothing The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in the Credit Agreement or constitute a waiver of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions provision of any of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyDocuments. This Amendment shall not extinguish any the Obligations for the payment obligation of money outstanding under prior to the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofRestatement Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Loan Party under Documents. This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Restatement Effective Date, all references to the Credit Agreement in any Loan Document from any and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Loan Documents to which such Credit Party is a party shall continue to apply to the Credit Agreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby expressly acknowledges the terms of this Amendment and reaffirms, as of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its obligations guarantee of the Obligations under the Loan Documents and liabilities thereunder(iii) its grant of Liens on the Collateral to secure the Obligations under the Loan Documents pursuant to the Loan Documents.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment No. 3 shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Lenders, Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Loan Documents. Nothing The execution, delivery and effectiveness of this Amendment No. 3 shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in constitute a waiver of any provision of any of the Credit Agreement or any other Loan Document in similar or different circumstancesDocuments. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to hereinNo. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment 3 shall not extinguish any the obligations for the payment obligation of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAgreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or implied in this Amendment No. 3 or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Loan Parties from the Loan Documents. This Amendment No. 3 shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment No. 3. Each of the Loan Parties hereby consents to this Amendment No. 3 and confirms that all obligations of such Loan Party under any the Loan Document from any of its obligations and liabilities thereunderDocuments to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re- affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle Without limiting the foregoing, Holdings and the Borrower or any Subsidiary Guarantor and each other Loan Party acknowledges and agrees that (A) each Loan Document to which it is a consent party is hereby confirmed and ratified and shall remain in full force and effect according to its respective terms (in the case of the Credit Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, or a waiver, amendment, modification or other change of, any secure the payment of all of its Obligations on the terms, conditions, obligations, covenants or agreements contained terms and conditions set forth in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply Collateral Documents, and be effective only hereby confirms and, to the extent necessary, ratifies the security interests granted by it pursuant to the Collateral Documents to which it is a party and (C) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty with respect to the provisions all of the Credit Agreement specifically referred to hereinits Obligations. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. This Amendment shall constitute a Loan Document, and the representationsprovisions of Sections 11.15, warranties 11.16(b) and agreements contained 11.17 shall be deemed incorporated herein shallmutatis mutandis, for and from and after the Amendment No. 6 Effective Date, all purposes references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligationsshall, liabilities and indebtedness under each Loan Documentunless expressly provided otherwise, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference refer to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or amended by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderAmendment.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Agent or the Administrative Agent any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Loan Document, all of which are is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Credit AgreementAgreement and from and after the Amendment No. 1 Effective Date, be deemed all references to be set forth the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Credit Agreement as amended by this Amendment. Each Obligor agrees of the Loan Parties hereby consents to this Amendment and confirms and reaffirms (i) that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Credit Agreement as amended hereby, (ii) its obligations, liabilities and indebtedness under each Loan Document, guaranty of the Obligations (including guarantee obligations, shall remain obligations in full force and effect, in accordance with applicable law, on a continuous basis respect to the Term Loans after giving effect to this Amendment. On ) under the Guaranty, (iii) its pledges and grants of security interests and Liens on the Collateral to secure the Obligations (including obligations in respect to the Term Loans after the effectiveness of giving effect to this Amendment, any reference ) pursuant to the Credit Agreement contained in the Loan Collateral Documents and (iv) such Guarantees, pledges and grants of security interests, as applicable, shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall continue to be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect and shall continue to inure to the benefit of the Lenders (including the New Term Lenders) and the other Secured Parties. Nothing expressed or implied in Neither the modification of the Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any other document contemplated hereby shall Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (including obligations in respect to the Term Loans after giving effect to this Amendment), whether heretofore or hereafter incurred; or (ii) requires that any new filings be construed as a release made or other discharge action taken to perfect or to maintain the perfection of any such Liens. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Party under any Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Document from any of its obligations and liabilities thereunderDocuments as in effect prior to the Amendment No. 1 Effective Date.
Appears in 1 contract
Sources: Credit Agreement (Communications Sales & Leasing, Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Tenth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(a) On and after the Tenth Amendment Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement. This Amendment shall constitute a “Lender Joinder Agreement”, an “Extension Amendment” (entered into in accordance with, and subject to the terms of, Section 2.22(a) of the Credit Agreement) and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Amended Credit Agreement contained in and the other Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Sources: Credit Agreement (KKR Real Estate Finance Trust Inc.)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply The parties hereto acknowledge and be effective only with respect to agree that the provisions amendment of the Credit Agreement specifically referred pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith #97874974v5 shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Third Amendment Effective Date.
(b) From and after the Third Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the “Credit Agreement” in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit AgreementAgreement and the other Loan Documents.
(c) Each Loan Party hereby (i) acknowledges that it has reviewed the terms and provisions of this Amendment, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that (ii) ratifies and reaffirms all of its payment and performance obligations, liabilities and indebtedness contingent or otherwise, under each of the Loan DocumentDocuments to which it is a party (in the case of the Existing Credit Agreement, including guarantee obligationsas amended hereby), (iii) ratifies and reaffirms each grant of a Lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security interests by such Loan Party and the pledges by such Loan Party, as applicable, pursuant to the Security Agreement) and confirms that such Liens and security interests continue to secure the Obligations under the Loan Documents, subject to the terms thereof, (iv) acknowledges and agrees that each Loan Document to which it is a party (in the case of the Existing Credit Agreement, as amended hereby) shall continue and remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any all of its obligations thereunder shall be valid and liabilities thereunderenforceable and not be impaired or limited by the execution of this Amendment and (v) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations, Secured Obligations, and Guaranteed Obligations pursuant to Section 10.01 of the Amended Credit Agreement.
Appears in 1 contract
Effect of Amendment. This Amendment shall constitute a Refinancing Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or any other Agent, in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement and each other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and reaffirms and confirms the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect its guarantees pursuant to the provisions Guaranty and its grant of Liens to secure the Credit Agreement specifically referred Secured Obligations pursuant to hereinthe Loan Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Document for all purposes of the Amended Credit Agreement and, from and after the Amendment No. 7 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in the Credit any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each Obligor of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply including in each case, such obligations pursuant to the Amended Credit Agreement and (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such security interests shall secure the Secured Obligations (including without limitation, the Seventh Amendment Refinancing Term Loans). Neither the modification of its obligationsthe Credit Agreement effected pursuant to this Amendment nor the execution, liabilities delivery, performance or effectiveness of this Amendment and indebtedness under each the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after , such Liens continue unimpaired with the effectiveness same priority to secure repayment of this Amendmentall Secured Obligations (including without limitation, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Seventh Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement Refinancing Term Loans), whether heretofore or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderhereafter incurred.
Appears in 1 contract
Sources: Credit Agreement (Horizon Therapeutics Public LTD Co)
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent, the Collateral Trustee or any other Agent under the Credit Agreement or any other Loan DocumentDocument and the rights, protections and indemnities afforded the Administrative Agent, the Collateral Trustee or any other Agents under the Loan Documents shall apply to the execution hereof and the transactions contemplated hereunder and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Loan Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Loan Party reaffirms its obligations under the Loan Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the termsguarantees and Liens granted by it pursuant to the Security Documents (including, conditionswithout limitation, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to hereinTranche B-2 Dollar Term Loans). This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and, from and after the Amendment No. 2 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, and the representations, warranties and agreements contained herein shall, for unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Loan Parties hereby (i) consents to this Amendment, (ii) confirms that all purposes obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Amended Credit Agreement and (iii) agrees that all security interests and guarantees granted by it pursuant to any Loan Document shall secure and extend to the Obligations (including, without limitation, with respect to the Tranche B-2 Dollar Term Loans). This Amendment shall not constitute a novation of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all any of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under thereunder. The undersigned Required Lenders hereby consent to the Credit Agreement or instruments guaranteeing or 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 execution of this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderdirect the Collateral Trustee and the Administrative Agent to execute this Amendment.
Appears in 1 contract
Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent, in each case under the Amended Credit Agreement or any other Loan Credit Document, ; and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Loan provision of the Amended Credit Agreement or any other Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Credit Party reaffirms its obligations under the Credit Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Credit Document for all purposes of the Amended Credit Agreement and from and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor of the Credit Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement and (iii) agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable lawsecurity interests granted by it pursuant to any Credit Document (whether before, on a continuous basis or after giving effect the Amendment No. 3 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents as amended by this Amendment. On The parties hereto acknowledge and after agree that the effectiveness amendment of this Amendment, any reference to the Existing Credit Agreement contained pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment connection herewith shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as constitute a substitution or novation of the obligations outstanding under the Existing Credit Agreement or instruments guaranteeing or securing and the same, which shall remain other Credit Documents as in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect prior to the Amendment No. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder3 Effective Date.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Third Refinancing Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Third Refinancing Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute a Refinancing Amendment entered into pursuant to Section 2.21 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in Agreement and the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each other Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
Appears in 1 contract
Effect of Amendment. (a) This Amendment shall not constitute a novation of the Credit Agreement or any of the Credit Documents. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Credit Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan provision of the Credit Agreement or any other Credit Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed By executing and delivering a copy hereof, each Credit Party hereby consents to entitle this Amendment and the Borrower or any Subsidiary Guarantor to a consent totransactions contemplated hereby and hereby confirms its respective guarantees, or a waiverpledges and grants of security interests, amendmentas applicable, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply under and be effective only with respect subject to the provisions terms of each of the Credit Agreement specifically referred Documents to herein. This Amendment shall constitute a Loan Documentwhich it is party, and agrees that, after giving effect to this Amendment, such guarantees, pledges and grants of security interests, and the representations, warranties and agreements contained herein shall, for all purposes terms of each of the Credit AgreementSecurity Documents to which it is a party, be deemed shall continue to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, including to secure the Obligations. For the avoidance of doubt, on and after the Amendment No. 8 Effective Date, this Amendment shall for all purposes constitute a Credit Document.
(b) Each Additional Tranche B-5 Term Loan Lender party hereto (i) confirms that it has received a copy of the Credit Agreement, this Amendment and the other Credit Documents and the exhibits thereto, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and the Amended Credit Agreement; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, any Agent or any other Additional Tranche B-5 Term Loan Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under this Amendment and the Amended Credit Agreement; (iii) appoints and authorizes the Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent or the Collateral Agent, as the case may be, by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; and (iv) agrees that it will perform in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation their terms all of the obligations outstanding which by the terms of the this Amendment and the Amended Credit Agreement are required to be performed by it as a Lender. Upon the Amendment No. 8 Effective Date, the undersigned Additional Tranche B-5 Term Loan Lender shall become a Lender under the Amended Credit Agreement and shall have the respective Additional Tranche B-5 Term Loan Commitment set forth next to its name on the Eighth Amendment Agreement Allocation Schedule. In addition, if an Existing Amendment No. 6 Term Loan Lender has exercised its “Cashless Settlement Option” or instruments guaranteeing or securing the same“Post-Closing Settlement Option” pursuant to their Consent to Eighth Amendment Agreement, which shall remain the amount of such Existing Amendment No. 6 Term Loan Lender’s participation in full force and effectthe Tranche B-5 Term Loans may be less than 100% of the principal amount of such Existing Amendment No. 6 Term Loan Lender’s Existing Amendment No. 6 Term Loans, except as modified hereby or by instruments executed concurrently herewithbased on the Amendment No. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge 8 Arranger’s allocation of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderthe Tranche B-5 Term Loans.
Appears in 1 contract
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent Agents under the Existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other provision of the Existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document in similar or different circumstances. This .
(b) From and after the Amendment shall apply Effective Date, (i) each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and be effective only with respect each reference to the provisions of “Credit Agreement” in any other Loan Document, shall be deemed a reference to the Amended Credit Agreement specifically referred and (ii) each reference in any Loan Document to herein. the “Term Lenders”, “Term Loans”, “Term Loan Commitments” or “Term Facility” shall be deemed to include the 2024 Incremental Term Loan Lenders, 2024 Incremental Term Loans and 2024 Incremental Term Loan Commitments, as applicable.
(c) This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Amended Credit Agreement, Agreement and the other Loan Documents and shall be deemed to be set forth an “Incremental Facility Amendment” as defined in the Amended Credit Agreement.
(d) Each party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of the Existing Credit Agreement.
(e) The Administrative Agent and each 2024 Incremental Term Lender party hereto consents to an initial Interest Period for the 2024 Incremental Term Loans beginning on the Amendment Effective Date and ending on the last day of the Interest Period then in effect with respect to the Amendment No. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, 8 Term Loans (including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect the Amendment No. 9 Incremental Term Loans) outstanding immediately prior to this Amendment. On and after the effectiveness of this AmendmentAmendment (and, any reference for the avoidance of doubt, the Adjusted Term SOFR Rate applicable to such 2024 Incremental Term Loans for such initial Interest Period will be the Credit Agreement contained same as the Adjusted Term SOFR Rate then in the Loan Documents shall mean the Credit Agreement as modified herebyeffect for such Amendment No. 8 Term Loans).
(f) This Amendment shall not extinguish any payment obligation outstanding under constitute a novation of the Existing Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocument.
Appears in 1 contract
Sources: First Lien Credit Agreement (Lucky Strike Entertainment Corp)
Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of of, the Lenders or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Amendment No. 1 Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Amended Credit Agreement or entitle the Borrower or any Subsidiary Guarantor Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein.
(b) On and after the Amendment No. 1 Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the “Credit Agreement,” “thereunder”, “thereof”, “therein” or words of like import in any other Loan Document, shall be deemed a reference to the Credit Agreement, as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to Section 2.20 of the Credit Agreement and a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Amended Credit Agreement contained in and the other Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
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Effect of Amendment. (a) Except as expressly set forth herein, this Amendment No. 3 shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the L/C Issuer, or the Administrative Agent Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower The parties hereto expressly acknowledge that it is not their intention that this Amendment No. 3 or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document Document, but a modification thereof pursuant to the terms contained herein. As of the Amendment No. 3 Funding Date, each reference in similar the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or different circumstances. This Amendment words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall apply mean and be effective only with respect a reference to the provisions Credit Agreement as amended hereby, and this Amendment No. 3 and the Credit Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement specifically referred shall be amended to hereinreflect the changes made in this Amendment No. 3 as of the Amendment No. 3 Funding Date or Amendment No. 3 Effective Date, as applicable. This Amendment No. 3 shall constitute a Loan DocumentDocument (as defined in the Credit Agreement, both before and after giving effect to the representationsamendment thereof hereby).
(b) On the Amendment No. 3 Funding Date, warranties (i) each Tranche B-2 Term Loan Lender, if not already a Lender immediately prior to the Amendment No. 3 Funding Date, shall, as applicable, (A) become a “Lender” and agreements contained herein shalla “Term Loan Lender”, in each case, for all purposes of the Credit Agreement, be deemed to be Agreement and the other Loan Documents and (B) have the “Tranche B-2 Term Loan Commitment” set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each on such Tranche B-2 Term Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on Lender’s signature page hereto be a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the “Tranche B-2 Term Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding Commitment” under the Credit Agreement or discharge or release and such Tranche B-2 Term Loan Lender’s Tranche B-2 Term Loans be “Tranche B-2 Term Loans” under the Lien or priority of any Credit Agreement, (ii) each New Euro Term Loan Document or any other security therefor or any guarantee thereofLender, if not already a Lender immediately prior to the Amendment No. Nothing herein contained shall be construed 3 Funding Date, shall, as applicable, (A) become a substitution or novation “Lender” and a “Euro Tranche Term Loan Lender”, in each case, for all purposes of the obligations outstanding Credit Agreement and the other Loan Documents and (B) have the “Euro Tranche Term Loan Commitment” set forth on such New Euro Term Loan Lender’s signature page hereto be a “Euro Tranche Term Loan Commitment” under the Credit Agreement or instruments guaranteeing or securing and such New Euro Term Loan Lender’s New Euro Term Loans be “Euro Tranche Term Loans” under the sameCredit Agreement, which shall remain (iii) each New Dollar Revolving Credit Facility Lender, if not already a Lender immediately prior to the Amendment No. 3 Funding Date, shall, as applicable, (A) become a “Lender” and a “Dollar Revolving Lender”, in full force each case, for all purposes of the Credit Agreement and effectthe other Loan Documents and (B) have the “New Dollar Revolving Credit Commitment” set forth on such New Dollar Revolving Credit Facility Lender’s signature page hereto be a “Dollar Revolving Credit Commitment” under the Credit Agreement and such New Dollar Revolving Credit Facility Lender’s New Dollar Revolving Credit Loans be “Dollar Revolving Credit Loans” under the Credit Agreement and (iv) each New Multicurrency Revolving Credit Facility Lender, except if not already a Lender immediately prior to the Amendment No. 3 Funding Date, shall, as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied applicable, (A) become a “Lender” and a “Multicurrency Revolving Lender”, in this Amendment or any each case, for all purposes of the Credit Agreement and the other document contemplated hereby Loan Documents and (B) have the “Multicurrency Revolving Credit Commitment” set forth on such New Multicurrency Revolving Credit Facility Lender’s signature page hereto be a “Multicurrency Revolving Credit Commitment” under the Credit Agreement and such New Multicurrency Revolving Credit Facility Lender’s New Multicurrency Revolving Credit Loans be “Multicurrency Revolving Credit Loans” under the Credit Agreement.
(c) Except as provided herein, (i) the Tranche B-2 Term Loans and New Euro Term Loans shall be construed treated as a release or Term Loans, (ii) the New Dollar Revolving Credit Commitments and New Dollar Revolving Credit Loans shall be treated as Revolving Credit Commitments and Revolving Credit Loans, respectively, and (iii) the New Multicurrency Revolving Credit Commitments and New Multicurrency Revolving Credit Loans shall be treated as Revolving Credit Commitments and Revolving Credit Loans, respectively, for all purposes under the Credit Agreement, including without limitation with respect to maturity, prepayments, repayments, interest rate and other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereundereconomic terms.
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Effect of Amendment. 6.1. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effectaffect. The Parent Borrower, the other Borrowers and each Subsidiary Guarantor acknowledges and agrees that all of the Liens and security interests created and arising under any Loan Document remain in full force and effect and continue to secure its Obligations (as such term is defined after giving effect to this Amendment ), unimpaired, uninterrupted and undischarged, regardless of the effectiveness of this Amendment. Nothing herein shall be deemed to entitle the Parent Borrower or any Subsidiary Guarantor other Borrower to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Nothing in this Amendment shall apply and be effective only with respect deemed to the provisions be a novation of any obligations under the Credit Agreement specifically referred or any other Loan Document.
6.2. On and after the Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document, and the representations, warranties and agreements contained herein shall, ” for all purposes of the Amended Credit Agreement and the other Loan Documents (as defined in the Amended Credit Agreement).
6.3. Except as expressly provided herein or in the Amended Credit Agreement, the Amended Term Loan Facility, the New Revolving Commitments and New Revolving Loans shall be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference subject to the terms and provisions of the Amended Credit Agreement contained in and the other Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or 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 Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunderDocuments.
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Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders or Lenders, the Administrative Agent or the Collateral Agent, in each case under the Amended Credit Agreement or any other Loan Credit Document, ; and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Loan provision of the Amended Credit Agreement or any other Credit Document. Each and every term, all of which are condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed Each Credit Party reaffirms its obligations under the Credit Documents to entitle which it is party and the Borrower or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any validity of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect Liens granted by it pursuant to the provisions of the Credit Agreement specifically referred to hereinCollateral Documents. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, Credit Document for all purposes of the Amended Credit Agreement and from and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, be deemed shall, unless expressly provided otherwise, refer to be set forth in the Amended Credit Agreement. Each Obligor of the Credit Parties hereby (i) consents to this Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement and (iii) agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable lawsecurity interests granted by it pursuant to any Credit Document (whether before, on a continuous basis or after giving effect the Amendment No. 2 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents as amended by this Amendment. On The parties hereto acknowledge and after agree that the effectiveness amendment of this Amendment, any reference to the Existing Credit Agreement contained pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in the Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment connection herewith shall not extinguish any payment obligation outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as constitute a substitution or novation of the obligations outstanding under the Existing Credit Agreement or instruments guaranteeing or securing and the same, which shall remain other Credit Documents as in full force and effect, except as modified hereby or by instruments executed concurrently herewitheffect prior to the Amendment No. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Party under any Loan Document from any of its obligations and liabilities thereunder2 Effective Date.
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Effect of Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the Issuer, or the Administrative Agent Agents under the Credit Agreement or any other Loan DocumentDocument (each as defined in the Credit Agreement), and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan DocumentDocument (as defined in the Credit Agreement), all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower The parties hereto expressly acknowledge that it is not their intention that this Amendment or any Subsidiary Guarantor to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, other Loan Documents (as defined in the Credit Agreement) executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document (as defined in similar the Credit Agreement), but a modification thereof pursuant to the terms contained herein. As of (i) the Amendment No. 2 Effective Date, each reference in the Credit Agreement and the Security Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or different circumstances. This Amendment words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall apply mean and be effective only with respect a reference to the provisions Credit Agreement as amended and restated hereby and (ii) Amendment No. 2 Funding Date, each reference in the Amended and Restated Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder”, “thereof” and words of like import), shall mean and be a reference to the Credit Agreement as amended hereby and the Security Agreement as amended hereby, as applicable, and this Amendment and each of the Credit Agreement specifically referred and the Security Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement shall be amended to hereinreflect the changes made in this Amendment as of the Amendment No. 2 Effective Date or Amendment No. 2 Funding Date, as applicable. This Amendment shall constitute a Loan DocumentDocument (as defined in the Credit Agreement, both before and after giving effect to the amendment thereof hereby).
(b) On the Amendment No. 2 Funding Date, each New USD Term Loan Lender, New Dollar Revolving Credit Lender, New Multicurrency Revolving Credit Lender and Euro Term Loan Lender, in each case, if not already a Lender immediately prior to the Amendment No. 2 Funding Date, shall, as applicable, (i) become a “Lender”, and in the representationscase of any New Dollar Revolving Credit Lender or New Multicurrency Revolving Credit Lender, warranties and agreements contained herein shalla “Revolving Credit Lender” and, in the case of any Euro Term Loan Lender or New USD Term Loan Lender, a “Term Loan Lender”, in each case, for all purposes of the Credit AgreementAgreement and the other Loan Documents, be deemed to be (ii) have the “Tranche B Term Loan Commitment” set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each on such New USD Term Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on Lender’s signature page hereto be a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the “Tranche B Term Loan Documents shall mean the Credit Agreement as modified hereby. This Amendment shall not extinguish any payment obligation outstanding Commitment” under the Credit Agreement or discharge or release and such New USD Term Loan Lender’s New USD Term Loans be “Tranche B Term Loans” under the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall Credit Agreement, (iii) have the “Dollar Revolving Credit Commitment” set forth on such New Dollar Revolving Credit Lender’s signature page hereto be construed as a substitution or novation of “Dollar Revolving Credit Commitment” under the obligations outstanding Credit Agreement, (iv) have the “Multicurrency Revolving Credit Commitment” set forth on such New Multicurrency Revolving Credit Lender’s signature page hereto be a “Multicurrency Revolving Credit Commitment” under the Credit Agreement or instruments guaranteeing or securing and (v) have the same“Euro Tranche Term Loan Commitment” set forth on such Euro Term Loan Lender’s signature page hereto be a “New Term Loan Commitment” under the Credit Agreement and such Euro Term Loan Lender’s New Euro Term Loans be “New Term Loans” and “Term Loans” under the Credit Agreement; and
(c) Except as provided herein, which shall remain in full force the New USD Term Loans and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby New Euro Term Loans shall be construed treated as Term Loans for all purposes under the Credit Agreement, including without limitation with respect to maturity, prepayments, repayments, interest rate and other economic terms. Notwithstanding anything in the Credit Agreement to the contrary, the initial Interest Period with respect to New USD Term Loans shall commence on the Amendment No. 2 Funding Date and end on the date(s) necessary (as determined by the Administrative Agent) to ensure that all such New USD Term Loans are included in each Borrowing of outstanding Term Loans on a release or other discharge pro rata basis. The Administrative Agent is hereby authorized to take all actions as may be reasonably necessary to ensure that all such New USD Term Loans are included in each Borrowing of any Loan Party under any Loan Document from any of its obligations outstanding Term Loans on a pro rata basis and liabilities thereunderthe Administrative Agent shall be authorized to mark ▇▇▇ Register accordingly to reflect the amendments and adjustments set forth herein.
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Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, of or otherwise affect the rights and remedies of the Lenders Lenders, the L/C Issuers, Agent, or the Administrative Agent Co-Collateral Agents in each case under the Credit Agreement or any other Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document. Except as expressly set forth herein, all of which are each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effecteffect and each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. Nothing The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein shall be deemed to entitle or as provided in the Borrower exhibits hereto, operate as a waiver of any right, power or remedy of any Subsidiary Guarantor to a consent to, Lender or a waiver, amendment, modification or other change of, Agent under any of the termsLoan Documents, conditions, obligations, covenants or agreements contained in the Credit Agreement or constitute a waiver of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions provision of any of the Credit Agreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. On and after the effectiveness of this Amendment, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified herebyDocuments. This Amendment shall not extinguish any the Obligations for the payment obligation of money outstanding under prior to the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereofAmendment Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the sameAgreement, which shall remain in full force and effect, except as to any extent modified hereby or by instruments executed concurrently herewithas provided in the exhibits hereto. Nothing expressed or Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Loan Party under Documents. This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and from and after the Amendment Effective Date, all references to the Credit Agreement in any Loan Document from any and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Loan Documents to which such Credit Party is a party shall continue to apply to the Credit Agreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby expressly acknowledges the terms of this Amendment and reaffirms, as of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its obligations guarantee of the Obligations under the Loan Documents and liabilities thereunder(iii) its grant of Liens on the Collateral to secure the Obligations under the Loan Documents pursuant to the Loan Documents. This Amendment shall be binding on each party hereto and its successors and assigns.
Appears in 1 contract
Sources: Revolving Loan Credit Agreement (XPO Logistics, Inc.)