Common use of Lenders’ Representations, Warranties and Acknowledgment Clause in Contracts

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Date.

Appears in 3 contracts

Sources: Credit Agreement (FS Investment Corp III), Credit Agreement (FS Investment Corp II), Credit Agreement (FS Energy & Power Fund)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to the Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Closing Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Closing Date.

Appears in 3 contracts

Sources: Credit Agreement (Blue Owl Technology Finance Corp.), Credit Agreement and Margining Agreement (Blue Owl Technology Income Corp.), Credit Agreement (Owl Rock Technology Income Corp.)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Credit Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Closing Date. Each Lender hereby represents and warrants to the Borrower that it is a Qualified Purchaser.

Appears in 2 contracts

Sources: Credit Agreement (Kennedy Lewis Capital Co), Credit Agreement (Kennedy Lewis Capital Co)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Closing Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Closing Date. Each Lender hereby represents and warrants to the Borrower that it is a Qualif ied Purchaser.

Appears in 2 contracts

Sources: Credit Agreement (New Mountain Private Credit Fund), Credit Agreement (New Mountain Guardian III BDC, L.L.C.)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, investigation of the financial condition and affairs of the Credit Parties Company and its Subsidiaries in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit PartiesCompany and its Subsidiaries. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of the Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to the Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans Loan on the Initial Funding Closing Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Credit Document and each other document required to be approved by the any Agent, Requisite Lenders or Lenders or delivered to any AgentLenders, as applicable, applicable on the Initial Funding Closing Date.

Appears in 1 contract

Sources: Senior Credit and Guaranty Agreement (Pogo Producing Co)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, investigation of the financial condition and affairs of the Credit Parties Holdings and its Subsidiaries in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit PartiesHoldings and its Subsidiaries. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans Term Loan on the Initial Funding Closing Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Credit Document and each other document required to be approved by the any Agent, Requisite Lenders or Lenders or delivered to any AgentLenders, as applicable, applicable on the Initial Funding Closing Date.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Kraton Polymers LLC)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Credit Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Credit Date. (c) Each Lender hereby represents and warrants to the Borrower that it is a Qualified Purchaser.

Appears in 1 contract

Sources: Credit Agreement (Apollo Debt Solutions BDC)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants acknowledges to the Administrative Agent that it has made its own independent investigationinvestigation of the financial condition and affairs of the Borrower, Holdings and their respective Subsidiaries, without reliance upon any Agent or any other PersonLender and based on such documents and information as it has deemed appropriate, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions its Loan hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit PartiesBorrower, Holdings and their respective Subsidiaries. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) . Each Lender, by delivering its signature page to this Agreement or Agreement, an Assignment and Assumption or a Joinder Agreement and funding its Loans on Loan, or any New Term Loans, as the Initial Funding Datecase may be, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Loan Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, Required Lenders or Lenders, as applicable, on the Initial Funding Date.

Appears in 1 contract

Sources: Amendment and Restatement Agreement (Spansion Inc.)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Credit Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Credit Date.

Appears in 1 contract

Sources: Credit Agreement (Apollo Debt Solutions BDC)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, investigation of the financial condition and affairs of the Credit Parties Company and its Subsidiaries in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit PartiesCompany and its Subsidiaries. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding DateAgreement, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Credit Document and each other document required to be approved by the any Agent, Requisite Lenders or Lenders or delivered to any AgentLenders, as applicable, applicable on the Initial Funding Closing Date.

Appears in 1 contract

Sources: Credit Agreement (Carmike Cinemas Inc)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of 130 Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Closing Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Closing Date. Each Lender hereby represents and warrants to the Borrower that it is a Qualified Purchaser.

Appears in 1 contract

Sources: First Amendment to First Amended and Restated Credit Agreement (New Mountain Private Credit Fund)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, of the financial condition and affairs of the Credit Parties in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit Parties. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any investigation or appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to the Lenders. (b) Each Lender, by delivering its signature page to this Agreement or an Assignment Agreement and funding its Loans on the Initial Funding Effective Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Document and each other document required to be approved by the Requisite Lenders or Lenders or delivered to any Agent, as applicable, on the Initial Funding Effective Date.

Appears in 1 contract

Sources: Credit Agreement (FS Energy & Power Fund)

Lenders’ Representations, Warranties and Acknowledgment. (a) Each Lender represents and warrants that it has made its own independent investigation, without reliance upon any Agent or any other Person, investigation of the financial condition and affairs of the Credit Parties Group in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of the Credit PartiesGroup. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement hereto or an Assignment Agreement and funding its Loans on the Initial Funding Date, shall be deemed to have acknowledged receipt of, and consented to and approved, each Transaction Loan Document and each other document required to be approved by the Requisite any Agent, Required Lenders or Lenders or delivered to any AgentLenders, as applicable, on the Initial Funding DateClosing Date or as of the date of funding of such Loans.

Appears in 1 contract

Sources: Credit Agreement (PVH Corp. /De/)